Filing Details

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Contango Oil & Gas Company

Common Stock, $0.04 Par Value

21075N204

September 17, 2019

*	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 the disclosures provided in a prior cover page.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contango Oil & Gas Company (the “Issuer”)

 

 

717 Texas Ave., Suite 2900

Houston, Texas 77002

 

 

This statement is being filed by the following persons with respect to the shares of Common Stock (as defined below) of the Issuer directly held by Karlin Energy, LLC (“Karlin Energy”) and Gracie Investing, LLC (“Gracie”, and together with Karlin Energy, the “Funds”):

 

(i)	Karlin Energy, a Delaware limited liability company;

(ii)	Gracie, a Delaware limited liability company;

(iii)

Karlin Asset Management, Inc., a Delaware corporation (“Karlin Asset Management”), the Manager of each of the Funds and General Partner of Karlin Holdings Limited Partnership (“Karlin Holdings”);

(iv)	Karlin Holdings, a Nevada limited partnership and Sole Member of each of the Funds;

(v)	Gary Karlin Michelson MD Living Trust dated 10/1/1993, a California trust (the “Karlin Trust”), the sole owner of Karlin Asset Management; and

(vi)	Gary Karlin Michelson, a United States citizen, the Trustee of the Karlin Trust and sole director of Karlin Asset Management.

 

The above parties are sometimes individually referred to herein as a “Reporting Person” and collectively as the “Reporting Persons”.

 

 

The address for each of the Reporting Persons is:

 

11755 Wilshire Blvd., Suite 1400

Los Angeles, CA 90025

  

 

Karlin Energy – Delaware

 

Gracie – Delaware

 

Karlin Asset Management – Delaware

 

Karlin Holdings – Nevada

Karlin Trust – California

 

Gary Karlin Michelson – United States

 

 

Common Stock, $0.04 par value (“Common Stock”)

 

 

21075N204

 

 

 

For Karlin Energy:

 

 

 

 

 

 

 

For Gracie:

 

 

 

 

 

 

 

For each of the other Reporting Persons besides Karlin Energy and Gracie:

 

 

 

 

 

 

 

 

The percentages of beneficial ownership of Common Stock above are based on 79,153,937 shares of Common Stock of the Issuer outstanding as of September 17, 2019, following the closing of the Issuer’s underwritten public offering as reported in the prospectus filed by the Issuer with the Securities and Exchange Commission on September 16, 2019, plus 6,710,526 shares of Common Stock issued as a result of the exercise of the underwriters’ option to purchase additional shares, as reported in the Form 8-K filed by the Issuer with the SEC on September 18, 2019.

 

Karlin Asset Management is the Manager of each of Karlin Energy and Gracie and is the General Partner of Karlin Holdings.  Karlin Holdings is the Sole Member of each of Karlin Energy and Gracie. Karlin Trust is the sole owner of Karlin Asset Management.  Gary Karlin Michelson is the Trustee of Karlin Trust and the sole director of Karlin Asset Management.

 

Each Reporting Person other than Karlin Energy and Gracie may be deemed to beneficially own the Common Stock held directly by Karlin Energy and Gracie, but neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that any Reporting Person other than Karlin Energy or Gracie is the beneficial owner of Common Stock referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose (including, without limitation, any tax purposes) and each of the Reporting Persons other than Karlin Energy and Gracie expressly disclaims beneficial ownership of all shares of Common Stock held directly by Karlin Energy and Gracie and any assertion or presumption that it and the other persons on whose behalf this statement is filed constitute a “group”.

 

 

Not applicable. 

 

 

The information in Item 4 is incorporated herein by reference.

 

 

Not applicable.

 

 

Not applicable.

 

 

Not applicable.

 

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 

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.
 

 

 

 

 

 

EXHIBIT INDEX

 

 

 

 

Exhibit 99.1

 

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other entities or persons, except to the extent that he or it knows or has reason to believe such information is inaccurate.