13D Filing: Avenue Capital Management II, L.P. and Midstates Petroleum Company Inc. (MPO)

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CUSIP No.   59804T407

13D

 

 

Item 1. Security and Issuer.

 

This Schedule 13D relates to shares of common stock (the Shares) of Midstates Petroleum Company, Inc., a Delaware corporation (the Issuer).  The Issuers principal executive offices are located at 321 South Boston Avenue, Suite 1000, Tulsa, Oklahoma 74103.

 

Item 2. Identity and Background.

 

(a) The persons filing this Schedule 13D are: (i) Avenue Energy Opportunities Fund, L.P., a Delaware limited partnership (the Fund); (ii) Avenue Capital Management II, L.P., a Delaware limited partnership; (iii) Avenue Capital Management II GenPar, LLC, a Delaware limited liability company; (iv) Avenue Energy Opportunities Partners, LLC, a Delaware limited liability company; (v) GL Energy Opportunities Partners, LLC, a Delaware limited liability company; and (vi) Marc Lasry, a United States citizen (collectively, the Reporting Persons).

 

(b) The principal business address of the Reporting Persons is 399 Park Avenue, 6th Floor, New York, NY 10022.

 

(c) The Fund is an investment partnership.  Avenue Energy Opportunities Partners, LLC is the general partner of the Fund.  GL Energy Opportunities Partners, LLC is the managing member of Avenue Energy Opportunities Partners, LLC.  Avenue Capital Management II, L.P. is the investment adviser to the Fund.  Avenue Capital Management II GenPar, LLC is the general partner of Avenue Capital Management II, L.P.  Marc Lasry is the managing member of GL Energy Opportunities Partners, LLC and Avenue Capital Management II GenPar, LLC.

 

(d) During the last five years, none of the Reporting Persons have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e) During the last five years, none of the Reporting Persons have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgement, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or findings any violation with respect to such laws.

 

(f) See Item 2(a) above for the citizenship or place of organization of each of the Reporting Persons.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

The Reporting Persons acquired the Common Stock reported in this Schedule 13D pursuant to the Plan (as defined in Item 4).

 

Item 4. Purpose of Transaction.

 

As further described in the Issuers Form 8-K dated October 21, 2016, on September 28, 2016 the United States Bankruptcy Court for the Southern District of Texas (the Bankruptcy Court) entered a Findings of Fact, Conclusions of Law, and Order Confirming Debtors First Amended Joint Chapter 11 Plan of Reorganization of the Issuer and Midstates Petroleum Company LLC (its Debtor Affiliate), which approved and confirmed the First Amended Joint Chapter 11 Plan of Reorganization of the Issuer and its Debtor Affiliate as filed on the same date (the Plan).  The Plan became effective on October 21, 2016.  As part of the transactions contemplated by the Plan, the Fund received 3,949,914 Shares and $8,714,592.00 in cash in exchange for $90,777,000 principal amount of the Issuers 10.0% second lien senior secured notes due 2020, which were held by the Fund.

 

The Fund may buy, sell, short, hedge or enter into other transactions in the Shares.  The Fund reserves the right directly or indirectly to acquire or dispose of additional securities of the Issuer, in the ordinary course of business, to the extent deemed advisable in light of market conditions, the availability of such securities, including Shares, or other factors.

 

The Reporting Persons intend to recommend that the Issuer hire advisers to review opportunities to maximize shareholder value, including (without limitation) changes to capital structure, utilization of significant assets, and/or possible strategic transactions. The Reporting Persons may also develop plans and/or make proposals with respect to, or with respect to potential changes in, the operations, management, organizational documents, Board composition, governance, ownership, capital or corporate structure, dividend policy, strategy and plans of the Issuer, utilization of significant assets, potential strategic transactions involving the Issuer or certain of the Issuers

 

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