0000899243-18-024686.txt : 20180918
0000899243-18-024686.hdr.sgml : 20180918
20180918183008
ACCESSION NUMBER: 0000899243-18-024686
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171101
FILED AS OF DATE: 20180918
DATE AS OF CHANGE: 20180918
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LAWRENCE BRYAN H
CENTRAL INDEX KEY: 0001210010
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-02040
FILM NUMBER: 181076658
MAIL ADDRESS:
STREET 1: C/O CROSSTEX ENERGY HOLDINGS INC
STREET 2: 2501 CEDAR SPRINGS STE 600
CITY: DALLAS
STATE: TX
ZIP: 75201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Carbon Energy Corp
CENTRAL INDEX KEY: 0000086264
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 260818050
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1700 BROADWAY, SUITE 1170
CITY: DENVER
STATE: CO
ZIP: 80290
BUSINESS PHONE: 720-407-7043
MAIL ADDRESS:
STREET 1: 1700 BROADWAY, SUITE 1170
CITY: DENVER
STATE: CO
ZIP: 80290
FORMER COMPANY:
FORMER CONFORMED NAME: Carbon Natural Gas Co
DATE OF NAME CHANGE: 20110505
FORMER COMPANY:
FORMER CONFORMED NAME: ST LAWRENCE SEAWAY CORP
DATE OF NAME CHANGE: 19920703
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-11-01
0
0000086264
Carbon Energy Corp
CRBO
0001210010
LAWRENCE BRYAN H
C/O YORKTOWN PARTNERS LLC
410 PARK AVENUE, 19TH FLOOR
NEW YORK
NY
10022
1
0
0
0
Common stock, par value $0.01 per share
2017-11-01
4
M
0
432051
A
432051
I
See Footnotes
Common stock, par value $0.01 per share
2018-02-01
4
M
0
1527778
A
1959829
I
See Footnotes
Common stock, par value $0.01 per share
2018-04-05
4
A
0
4000
0.00
A
28000
D
Common stock, par value $0.01 per share
896915
I
See Footnotes
Common stock, par value $0.01 per share
896915
I
See Footnotes
Common stock, par value $0.01 per share
1111111
I
See Footnotes
Warrant
2017-11-01
4
M
0
432051
D
2017-04-03
2024-04-03
Common Stock, par value $0.01 per share
432051
0
I
See Footnotes
Warrant
2018-02-01
4
M
0
1527778
D
2017-02-15
2024-02-15
Common Stock, par value $0.01 per share
1527778
0
I
See Footnotes
Series B Convertible Preferred Stock, par value $0.01/share
2018-04-06
4
P
0
50000
100.00
A
2018-04-06
Common Stock, par value $0.01 per share
50000
50000
I
See Footnotes
Shares received upon exercise of Warrant No. 2, issued on April 3, 2017 (the "CAC Warrant") to Yorktown Energy Partners XI, L.P. ("Yorktown XI").
The consideration Yorktown XI paid for the full exercise of the CAC Warrant was the transfer and assignment to Carbon Natural Gas Company (the "Issuer") of 2,940 Class A Units of Carbon Appalachian Company, LLC, a
Delaware limited liability company.
Shares received upon exercise of Warrant No. 1, issued on February 15, 2017 (the "CCC Warrant") to Yorktown XI.
The consideration Yorktown XI paid for the full exercise of the CCC Warrant was the transfer and assignment to the Issuer of 11,000 Class A Units of Carbon California Company, LLC, a Delaware limited liability company.
These securities are directly owned by Yorktown XI. The reporting person is a member and a manager of the general partner of the general partner of Yorktown XI.
The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for Section 16 or any other purpose.
Restricted stock grant.
These securities are directly owned by Yorktown Energy Partners V, L.P. ("Yorktown V"). The reporting person is a member and a manager of the general partner of Yorktown V.
These securities are directly owned by Yorktown Energy Partners VI, L.P. ("Yorktown VI"). The reporting person is a member and a manager of the general partner of the general partner of Yorktown VI.
These securities are directly owned by Yorktown Energy Partners IX, L.P. ("Yorktown IX"). The reporting person is a member and a manager of the general partner of the general partner of Yorktown XI.
On March 15, 2017, the Issuer effected a one for twenty reverse stock split of the Issuer's issued and outstanding common stock, as reported on the Current Report on Form 8-K filed by the Issuer with the SEC on March 16, 2017. As a result, the number of shares of common stock underlying the CCC Warrant was proportionately reduced from 30,555,556 to 1,527,778.
The Series B Convertible Preferred Stock converts into shares of the Issuer's common stock at the election of the holder and will automatically convert into shares of the Issuer's common stock if and when the Issuer completes a qualifying equity financing. The number of shares of common stock issuable upon conversion is dependent upon the price per share of common stock issued in connection with any such qualifying equity financing, but has an initial floor conversion price equal to $8.00 per share. The conversion price will be proportionately increased or decreased to reflect changes to the outstanding shares of common stock, such as the result of a combination, reclassification, subdivision, stock split, stock dividend or other similar transaction involving the common stock.
The Series B Convertible Preferred Stock has no expiration date. However, it converts into shares of the Issuer's common stock at the election of the holder and will automatically convert into shares of the Issuer's common stock if and when the Issuer completes a qualifying equity financing.
/s/ Bryan H. Lawrence
2018-09-18