13D Filing: Ares Management Llc and Clayton Williams Energy Inc (CWEI)

 

Item 4.                             Purpose of Transaction

 

Item 4 of the Original Schedule 13D is hereby amended to add the following:

 

The Purchasers acquired the shares of Common Stock reported in this Amendment No. 2, and currently hold such shares of Common Stock, for investment purposes.

 

Item 5.                             Interest in Securities of the Issuer

 

Item 5(a) of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

 

(a)         Aggregate number and percentage of securities.

 

Ares Management LLC manages the following investment vehicles (the Purchasers) that, as of the date hereof, hold Warrants to purchase an aggregate of up to 2,251,364 shares of Common Stock, subject to certain adjustments provided in the Warrants, and are the record holders of an aggregate of 363,618 shares of Common Stock, in the individual amounts noted below:

 

Ares Investment Vehicle		Aggregate number of shares of Common Stock issuable upon the exercise of the Warrants		Shares of Common Stock Owned of  Record
AF IV Energy AIV A1, L.P.		155,294		35,114
AF IV Energy AIV A2, L.P.		28,385		6,418
AF IV Energy AIV A3, L.P.		172,787		39,070
AF IV Energy AIV A4, L.P.		169,366		38,296
AF IV Energy AIV A5, L.P.		169,964		38,431
AF IV Energy AIV A6, L.P.		172,787		39,070
AF IV Energy AIV A7, L.P.		85,538		19,341
AF IV Energy AIV B1, L.P.		653,996		147,878
AF IV (U), L.P.		643,247

 

The shares of Common Stock beneficially owned by AF IV Energy AIV B1, L.P. and AF IV (U), L.P., including the shares issuable upon exercise of the Warrants, represent approximately 6.3% and 5.0% of the shares of Common Stock outstanding, respectively. None of the shares of Common Stock beneficially owned by any other Purchaser represent 5.0% or more of shares of Common Stock outstanding. Each of the Reporting Persons, as a result of the relationships described in Item 2, may be deemed to directly or indirectly beneficially own the shares of Common Stock issuable upon exercise of the Warrants reported on the cover pages to this Amendment No. 2 for such Reporting Person.

 

See also items 11 and 13 of the cover pages to this Amendment No. 2, and Item 2 of, the Schedule 13D for the aggregate number of shares of Common Stock and percentage of Common Stock beneficially owned by each of the Reporting Persons, that include 2,251,364 shares of Common Stock issuable upon exercise of the Warrants. The ownership percentages reported in the Schedule 13D are based on an aggregate of 12,169,536 shares of Common Stock outstanding as of March 22, 2016 as reported in the Issuers Annual Report on Form 10-K filed on March 24, 2016.

 

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