Halcon Resources Corporation
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(Name of Issuer)
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Common Stock, par value $0.0001 per share
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(Title of Class of Securities)
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02081G102
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(CUSIP Number)
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Jeffrey Wade
c/o Gen IV Investment Opportunities, LLC
1700 Broadway, 35th Floor
New York, New York 10019
212-547-2914
With a copy to:
Adam Turteltaub
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, New York 10019
212-728-8129
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications) |
October 8, 2019
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(Date of Event which Requires Filing of this Statement)
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SCHEDULE 13D
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||||||
1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) GEN IV INVESTMENT OPPORTUNITIES, LLC
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ◻ (b) ◻
|
|||||
3
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SEC USE ONLY
|
|||||
4
|
SOURCE OF FUNDS
WC
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
◻
|
|||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
|||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||||
8
|
SHARED VOTING POWER
2,690,843 (1)
|
|||||
9
|
SOLE DISPOSITIVE POWER
0
|
|||||
10
|
SHARED DISPOSITIVE POWER
2,690,843 (1)
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,690,843 (1)
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|||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
◻
|
|||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.3% (2)
|
|||||
14
|
TYPE OF REPORTING PERSON
OO
|
|||||
(1) The number of shares reported above includes (i) 83,239 shares of Common Stock (as defined below) issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (ii) 104,053
shares of Common Stock issuable upon the exercise of the Series B Warrants owned directly by Gen IV, (iii) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV, and (iv) 2,369,769 shares
of Common Stock owned directly by Gen IV. Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common
Stock for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaimed.
(2) Based on (i) 16,204,282 shares of Common Stock outstanding as of October 8, 2019, in reliance on the representation made by the Issuer in the press release, filed as Exhibit 99.1 to the Issuer’s Current Report
on Form 8-K filed with the SEC on October 8, 2019, plus (ii) 83,239 shares of Common Stock issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (iii) 104,053 shares of Common Stock issuable upon the
exercise of the Series B Warrants owned directly by Gen IV, (iv) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV.
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SCHEDULE 13D
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|||
1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) LSP GENERATION IV, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ◻ (b) ◻
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
◻
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
2,690,843 (1)
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
2,690,843 (1)
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,690,843 (1)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
◻
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.3% (2)
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
||
(1) The number of shares reported above includes (i) 83,239 shares of Common Stock (as defined below) issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (ii) 104,053
shares of Common Stock issuable upon the exercise of the Series B Warrants owned directly by Gen IV, (iii) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV, and (iv) 2,369,769 shares
of Common Stock owned directly by Gen IV. Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common
Stock for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaimed.
(2) Based on (i) 16,204,282 shares of Common Stock outstanding as of October 8, 2019, in reliance on the representation made by the Issuer in the press release, filed as Exhibit 99.1 to the Issuer’s Current Report
on Form 8-K filed with the SEC on October 8, 2019, plus (ii) 83,239 shares of Common Stock issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (iii) 104,053 shares of Common Stock issuable upon the
exercise of the Series B Warrants owned directly by Gen IV, (iv) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV.
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SCHEDULE 13D
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|||
1
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) LSP INVESTMENT ADVISORS, LLC
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ◻ (b) ◻
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
◻
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
2,690,843 (1)
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
2,690,843 (1)
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,690,843 (1)
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
◻
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.3% (2)
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
||
(1) The number of shares reported above includes (i) 83,239 shares of Common Stock (as defined below) issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (ii) 104,053
shares of Common Stock issuable upon the exercise of the Series B Warrants owned directly by Gen IV, (iii) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV, and (iv) 2,369,769 shares
of Common Stock owned directly by Gen IV. Neither the filing of this statement on Schedule 13D nor any of its contents shall be deemed to constitute an admission by any Reporting Person hereto that it is the beneficial owner of any Common
Stock for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership is hereby expressly disclaimed.
(2) Based on (i) 16,204,282 shares of Common Stock outstanding as of October 8, 2019, in reliance on the representation made by the Issuer in the press release, filed as Exhibit 99.1 to the Issuer’s Current Report
on Form 8-K filed with the SEC on October 8, 2019, plus (ii) 83,239 shares of Common Stock issuable upon the exercise of the Series A Warrants owned directly by Gen IV (as defined below), (iii) 104,053 shares of Common Stock issuable upon the
exercise of the Series B Warrants owned directly by Gen IV, (iv) 133,782 shares of Common Stock issuable upon the exercise of the Series C Warrants owned directly by Gen IV.
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Exhibit 10.2 |
Warrant Agreement (incorporated by reference to Exhibit 10.3 of the Issuer’s Current Report on Form 8-K, filed on October 8, 2019).
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Exhibit 99.1 |
Joint Filing Agreement, dated October 17, 2019, by and among the Reporting Persons.
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Gen IV Investment Opportunities, LLC
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By:
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LSP Generation IV, LLC
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Its:
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Managing Member
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By:
|
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/s/ Darpan Kapadia
|
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Name:
|
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Darpan Kapadia
|
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Title:
|
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Managing Director
|
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By:
|
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LSP Investment Advisors, LLC
|
|
Its:
|
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Investment Manager
|
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By:
|
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/s/ Paul Segal
|
|
Name:
|
|
Paul Segal
|
|
Title:
|
|
President
|
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LSP Generation IV, LLC
|
|||
By:
|
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/s/ Darpan Kapadia
|
|
Name:
|
|
Darpan Kapadia
|
|
Title:
|
|
Managing Director
|
|
LSP Investment Advisors, LLC
|
|||
By:
|
|
/s/ Paul Segal
|
|
Name:
|
|
Paul Segal
|
|
Title:
|
|
President
|
Gen IV Investment Opportunities, LLC
|
|||
By:
|
|
LSP Generation IV, LLC
|
|
Its:
|
|
Managing Member
|
|
By:
|
|
/s/ Darpan Kapadia
|
|
Name:
|
|
Darpan Kapadia
|
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Title:
|
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Managing Director
|
|
By:
|
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LSP Investment Advisors, LLC
|
|
Its:
|
|
Investment Manager
|
|
By:
|
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/s/ Paul Segal
|
|
Name:
|
|
Paul Segal
|
|
Title:
|
|
President
|
|
LSP Generation IV, LLC
|
|||
By:
|
|
/s/ Darpan Kapadia
|
|
Name:
|
|
Darpan Kapadia
|
|
Title:
|
|
Managing Director
|
|
LSP Investment Advisors, LLC
|
|||
By:
|
|
/s/ Paul Segal
|
|
Name:
|
|
Paul Segal
|
|
Title:
|
|
President
|