Page 11 of 14 – SEC Filing
Item 1. Security and Issuer
This Amendment No. 2 (Amendment No. 2) to the statement on Schedule 13D amends and supplements the statement on Schedule 13D filed by the Reporting Persons (as defined below) on March 24, 2016, as amended by Amendment No. 1 filed by the Reporting Persons on April 5, 2016 (as amended, the Original Schedule 13D and, together with this Amendment No. 2, the Schedule 13D), and relates to the common stock, $0.10 par value per share (the Common Stock) of Clayton Williams Energy, Inc., a Delaware corporation (the Issuer). The address of the principal executive offices of the Issuer is 6 Desta Drive, Suite 6500, Midland, Texas 79705-5510.
Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported on the Original Schedule 13D. Capitalized terms used but not otherwise defined in this Amendment No. 2 shall have the meanings ascribed to them in the Original Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Original Schedule 13D is hereby amended to add the following:
On April 5, 2016, the Purchasers purchased an aggregate of 76,618 shares of Common Stock in the open market for an aggregate purchase price of approximately $721,734, including brokerage commissions. The purchase of such shares of Common Stock in the open market was financed with cash on hand from contributions of partners of the Purchasers. Below is a table identifying each purchase made during that period:
| Date of Transaction |
| Ares Investment Vehicle |
| Shares Purchased |
| Price per Share(*) |
| Aggregate Purchase Price |
| ||
| April 5, 2016 |
| AF IV Energy AIV A1, L.P. |
| 7,399 |
| $ | 9.3899 |
| $ | 69,475.87 |
|
| April 5, 2016 |
| AF IV Energy AIV A2, L.P. |
| 1,353 |
| $ | 9.3899 |
| $ | 12,704.53 |
|
| April 5, 2016 |
| AF IV Energy AIV A3, L.P. |
| 8,233 |
| $ | 9.3899 |
| $ | 77,307.05 |
|
| April 5, 2016 |
| AF IV Energy AIV A4, L.P. |
| 8,069 |
| $ | 9.3899 |
| $ | 75,767.10 |
|
| April 5, 2016 |
| AF IV Energy AIV A5, L.P. |
| 8,098 |
| $ | 9.3899 |
| $ | 76,039.41 |
|
| April 5, 2016 |
| AF IV Energy AIV A6, L.P. |
| 8,232 |
| $ | 9.3899 |
| $ | 77,297.66 |
|
| April 5, 2016 |
| AF IV Energy AIV A7, L.P. |
| 4,075 |
| $ | 9.3899 |
| $ | 38,263.84 |
|
| April 5, 2016 |
| AF IV Energy AIV B1, L.P. |
| 31,159 |
| $ | 9.3899 |
| $ | 292,579.89 |
|
*The price per share of Common Stock reported in the table above is a weighted average price. The shares of Common Stock were purchased in multiple transactions at prices ranging from: $9.1850 to $9.5000, inclusive (April 5, 2016). The undersigned undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in the table above.
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