0001193125-20-243287.txt : 20200911 0001193125-20-243287.hdr.sgml : 20200911 20200910185029 ACCESSION NUMBER: 0001193125-20-243287 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200911 DATE AS OF CHANGE: 20200910 GROUP MEMBERS: MONTARE RESOURCES I, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SandRidge Permian Trust CENTRAL INDEX KEY: 0001521168 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 456276683 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86372 FILM NUMBER: 201169571 BUSINESS ADDRESS: STREET 1: 601 TRAVIS STREET, FLOOR 16 STREET 2: THE BANK OF NEW YORK MELLON TRUST CO. NA CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 512 236 6555 MAIL ADDRESS: STREET 1: 601 TRAVIS STREET, FLOOR 16 STREET 2: THE BANK OF NEW YORK MELLON TRUST CO. NA CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Avalon Energy, LLC CENTRAL INDEX KEY: 0001758877 IRS NUMBER: 344907834 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5000 QUORUM DRIVE, SUITE 205 CITY: DALLAS STATE: TX ZIP: 75254 BUSINESS PHONE: 972-374-7469 MAIL ADDRESS: STREET 1: 5000 QUORUM DRIVE, SUITE 205 CITY: DALLAS STATE: TX ZIP: 75254 SC 13D/A 1 d14426dsc13da.htm SC 13D/A SC 13D/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*1

 

 

SANDRIDGE PERMIAN TRUST

(Name of Issuer)

Common Units of Beneficial Interest

(Title of Class of Securities)

80007A102

(CUSIP Number)

Stephen C. Pugh

President and Chief Executive Officer

Avalon Energy, LLC

5000 Quorum Drive, Suite 205

Dallas, Texas 75254

(212) 446-8166

Dickie D. Hunter

President

Montare Resources I, LLC

400 East Las Colinas Blvd., Suite 680

Irving, Texas 75039

(214) 676-4434

 

 

with a copy to:

 

W. Phillip Whitcomb, Esq.

Munsch Hardt Kopf & Harr, P.C.

500 N. Akard Street #3800

Dallas, Texas 75201

(214) 855-7556

  

Janice V. Sharry, Esq.

Haynes and Boone, LLP

2323 Victory Avenue, Suite 700

Dallas, Texas 75219

(214) 651-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

September 9, 2020

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

 

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

1 This filing constitutes Amendment No. 4 for Avalon Energy, LLC, and Amendment No. 3 for Montare Resources I, LLC.

 

 

 

CUSIP No. 80007A102  

    

 

  1.   

Names of Reporting Persons

 

Avalon Energy, LLC

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Source of Funds (See Instructions)

 

WC; BK

  5.  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  ☐

 

    

  6.  

Citizenship or Place of Organization

 

Texas

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

 

      7.    

Sole Voting Power

 

13,125,000

     8.   

Shared Voting Power

 

0

     9.   

Sole Dispositive Power

 

13,125,000

   10.   

Shared Dispositive Power

 

0

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

13,125,000

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ☐

 

    

13.  

Percent of Class Represented by Amount in Row (11)

 

25.00%

14.  

Type of Reporting Person (See Instructions)

 

OO

CUSIP No. 80007A102  

    

 

  1.   

Names of Reporting Persons

 

Montare Resources I, LLC

  2.  

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.  

SEC Use Only

 

    

  4.  

Source of Funds (See Instructions)

 

WC

  5.  

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  ☐

 

    

  6.  

Citizenship or Place of Organization

 

Texas

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

 

      7.    

Sole Voting Power

 

1,265,688

     8.   

Shared Voting Power

 

0

     9.   

Sole Dispositive Power

 

1,265,688

   10.   

Shared Dispositive Power

 

0

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

1,265,688

12.  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ☐

 

    

13.  

Percent of Class Represented by Amount in Row (11)

 

2.4%

14.  

Type of Reporting Person (See Instructions)

 

OO

This Amendment to Schedule 13D (as amended, this “Schedule 13D”) relates to Common Units of Beneficial Interest (“Common Units”) of SandRidge Permian Trust, a Delaware statutory trust (the “Issuer”). This Schedule 13D amends the Schedule 13D previously filed with the Securities and Exchange Commission (the “Commission”) by Avalon Energy, LLC and Montare Resources I, LLC, by furnishing the information set forth below. Except as otherwise specified in this Schedule 13D, all previous Items of the Schedule 13D previously filed with the Commission are unchanged. Capitalized terms used herein which are not defined herein have the meanings given to them in the Schedule 13D previously filed with the Commission.

 

Item 3.

Source and Amount of Funds or other Consideration

Item 3 is hereby amended and supplemented as follows:

“Through various open market purchases between September 8, 2020 and September 10, 2020, Montare expended an aggregate of approximately $495,899 (excluding fees and commissions) to acquire 1,265,688 Common Units. The funds used for the purchase of these Common Units reported in this Schedule 13D were derived from general working capital of Montare.”

 

Item 5.

Interest in Securities of the Issuer

Item 5 is hereby amended and supplemented as follows:

“Other than as set forth in Annex A hereto, there have been no transactions in the class of reported securities that were effected by the Reporting Persons during the past sixty (60) days or since the most recent filing of Schedule 13D, whichever is less.”

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: September 10, 2020

 

AVALON ENERGY, LLC
By:  

/s/ A. Brandon Hall

Name:   A. Brandon Hall
Title:   Executive Vice President and Chief Financial Officer
MONTARE RESOURCES I, LLC
By:  

/s/ Dickie D. Hunter

Name:   Dickie D. Hunter
Title:   President

ANNEX A

RECENT TRANSACTIONS BY THE REPORTING PERSONS IN THE SECURITIES OF SANDRIDGE PERMIAN TRUST

 

Reporting Person

    Date of
Transaction		     

Description

of Transaction

    Shares
Acquired		      Price
Per Common Unit (1)		  

Montare Resources I, LLC

      09/08/2020      Open Market Purchases      349,902      $ 0.3853 (2) 

Montare Resources I, LLC

      09/09/2020      Open Market Purchases      742,700      $ 0.3931 (3) 

Montare Resources I, LLC

      09/10/2020      Open Market Purchases      173,086      $ 0.3994 (4) 

 

(1)

Excluding fees and commissions.

(2)

This price represents the approximate weighted average price per Common Unit of purchases that were executed at prices ranging from $0.3435 to $0.40 per Common Unit. Montare undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the price per Common Unit and the number of Common Units purchased at each price.

(3)

This price represents the approximate weighted average price per Common Unit of purchases that were executed at prices ranging from $0.34 to $0.40 per Common Unit. Montare undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the price per Common Unit and the number of Common Units purchased at each price.

(4)

This price represents the approximate weighted average price per Common Unit of purchases that were executed at prices ranging from $0.398 to $0.40 per Common Unit. Montare undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the price per Common Unit and the number of Common Units purchased at each price.