Filing Details
- Accession Number:
- 0001654954-19-011890
- Form Type:
- 13D Filing
- Publication Date:
- 2019-10-21 08:45:39
- Filed By:
- Kukes Simon G
- Company:
- Ring Energy Inc. (OTC:REI)
- Filing Date:
- 2019-10-21
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Dr. Simon G. Kukes | 5,500,000 | 0 | 5,500,000 | 8.1% | ||
| Mr. John J. Scelfo | 23,000 | 0 | 23,000 | % | ||
| Ivar Siem | 14,000 | 0 | 14,000 | % | ||
| J. Douglas Schick | 7,500 | 0 | 7,500 | % |
Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
RING ENERGY, INC.
(Name
of Issuer)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title
of Class of Securities)
76680V108
(CUSIP
Number)
Dr. Simon G. Kukes
575 N. Dairy Ashford
Energy Center II, Suite 210
Houston, Texas 77079
Telephone: (713) 969-5027
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
October 16, 2019
(Date
of Event which Requires Filing of this Statement)
If the
filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following
box. ☐
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See §240.13d-7 for other parties to whom copies are to be
sent.
* 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 disclosures provided in a
prior cover page.
The
information required on the remainder of this cover page shall not
be deemed to be “filed” for the purpose of
Section 18 of the Securities Exchange Act of 1934
(“Act”)
or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however,
see the Notes).
|
Cusip No. 76680V108 |
Schedule 13D | Page 2 of
8 |
| | 1
| | Names
of Reporting Persons. | | |
| | I.R.S.
Identification Nos. of above persons (entities only). | | |
| | | | |
| | Dr.
Simon G. Kukes | | |
| | | | |
| | 2
| | Check
the Appropriate Box if a Member of a Group | (a)[x] | |
| | | (b)[] | |
| | | | |
| | | | |
| | 3
| | SEC Use
Only | | |
| | | | |
| | | | |
| | 4
| | Source
of Funds | | |
| | PF | | |
| | | | |
| | 5
| | Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) | [
] | |
| | | | |
| | 6
| | Citizenship
or Place of Organization | | |
| | United
States Citizen | | |
| | | ||
| | | 7 |
Sole Voting Power | ||
| | 5,500,000
shares of Common Stock | ||
| | | ||
| Number
of Shares | | 8 |
Shared Voting Power | ||
| Beneficially | -0- | ||
| Owned
by Each | | ||
| Reporting | | 9 |
Sole Dispositive Power | ||
| Person
With | 5,500,000
shares of Common Stock | ||
| | | ||
| | | 10 |
Shared Dispositive Power | ||
| | -0- | ||
| | 11
| | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| | 5,500,000
shares of Common Stock |
| | |
| | 12
| | Check
if the Aggregate Amount in Row (11) Excludes Certain
Shares |
| | Not
applicable. |
| | |
| | 13
| | Percent
of Class Represented by Amount in Row (11) |
| | 8.1% of
the Issuer’s outstanding Common Stock(1) |
| | |
| | 14
| | Type of
Reporting Person |
| | IN |
(1) Based on the number of outstanding shares of Common
Stock set forth on the cover page of the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2019, as
filed with the Securities and Exchange Commission on August 7,
2019.
|
Cusip No. 76680V108 |
Schedule 13D | Page
3
of
8 |
| | 1
| | Names
of Reporting Persons. | | |
| | I.R.S.
Identification Nos. of above persons (entities only). | | |
| | | | |
| | Mr.
John J. Scelfo | | |
| | | | |
| | 2
| | Check
the Appropriate Box if a Member of a Group | (a)[x] | |
| | | (b)[] | |
| | | | |
| | | | |
| | 3
| | SEC Use
Only | | |
| | | | |
| | | | |
| | 4
| | Source
of Funds | | |
| | PF | | |
| | | | |
| | 5
| | Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) | [
] | |
| | | | |
| | 6
| | Citizenship
or Place of Organization | | |
| | United
States Citizen | | |
| | | ||
| | | 7 |
Sole Voting Power | ||
| | 23,000
shares of Common Stock | ||
| | | ||
| Number
of Shares | | 8 |
Shared Voting Power | ||
| Beneficially | -0- | ||
| Owned
by Each | | ||
| Reporting | | 9 |
Sole Dispositive Power | ||
| Person
With | 23,000
shares of Common Stock | ||
| | | ||
| | | 10 |
Shared Dispositive Power | ||
| | -0- | ||
| | 11
| | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| | 23,000
shares of Common Stock |
| | |
| | 12
| | Check
if the Aggregate Amount in Row (11) Excludes Certain
Shares |
| | Not
applicable. |
| | |
| | 13
| | Percent
of Class Represented by Amount in Row (11) |
| | *% of
the Issuer’s outstanding Common Stock(1) |
| | |
| | 14
| | Type of
Reporting Person |
| | IN |
* Less than 0.1%.
(1) Based on the number of outstanding shares of Common
Stock set forth on the cover page of the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2019, as
filed with the Securities and Exchange Commission on August 7,
2019.
|
Cusip No. 76680V108 |
Schedule 13D | Page
4 of
8 |
| | 1
| | Names
of Reporting Persons. | | |
| | I.R.S.
Identification Nos. of above persons (entities only). | | |
| | | | |
| | Ivar
Siem | | |
| | | | |
| | 2
| | Check
the Appropriate Box if a Member of a Group | (a)[x] | |
| | | (b)[] | |
| | | | |
| | | | |
| | 3
| | SEC Use
Only | | |
| | | | |
| | | | |
| | 4
| | Source
of Funds | | |
| | PF | | |
| | | | |
| | 5
| | Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) | [
] | |
| | | | |
| | 6
| | Citizenship
or Place of Organization | | |
| | Norwegian
Citizen | | |
| | | ||
| | | 7 |
Sole Voting Power | ||
| | 14,000(#)
shares of Common Stock | ||
| | | ||
| Number
of Shares | | 8 |
Shared Voting Power | ||
| Beneficially | -0- | ||
| Owned
by Each | | ||
| Reporting | | 9 |
Sole Dispositive Power | ||
| Person
With | 14,000(#)
shares of Common Stock | ||
| | | ||
| | | 10 |
Shared Dispositive Power | ||
| | -0- | ||
| | 11
| | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| | 14,000(#)
shares of Common Stock |
| | |
| | 12
| | Check
if the Aggregate Amount in Row (11) Excludes Certain
Shares |
| | Not
applicable. |
| | |
| | 13
| | Percent
of Class Represented by Amount in Row (11) |
| | *% of
the Issuer’s outstanding Common Stock(1) |
| | |
| | 14
| | Type of
Reporting Person |
| | IN |
* Less than 0.1%.
(#) Includes 12,000 shares held in a joint account with Mr.
Siem’s spouse.
(1) Based on the number of outstanding shares of Common
Stock set forth on the cover page of the Issuer’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2019, as
filed with the Securities and Exchange Commission on August 7,
2019.
|
Cusip No. 76680V108 |
Schedule 13D | Page 5 of
8 |
| | 1
| | Names
of Reporting Persons. | | |
| | I.R.S.
Identification Nos. of above persons (entities only). | | |
| | | | |
| | J.
Douglas Schick | | |
| | | | |
| | 2
| | Check
the Appropriate Box if a Member of a Group | (a)[x] | |
| | | (b)[] | |
| | | | |
| | | | |
| | 3
| | SEC Use
Only | | |
| | | | |
| | | | |
| | 4
| | Source
of Funds | | |
| | PF | | |
| | | | |
| | 5
| | Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) | [
] | |
| | | | |
| | 6
| | Citizenship
or Place of Organization | | |
| | United
States Citizen | | |
| | | ||
| | | 7 |
Sole Voting Power | ||
| | 7,500
shares of Common Stock | ||
| | | ||
| Number
of Shares | | 8 |
Shared Voting Power | ||
| Beneficially | -0- | ||
| Owned
by Each | | ||
| Reporting | | 9 |
Sole Dispositive Power | ||
| Person
With | 7,500
shares of Common Stock | ||
| | | ||
| | | 10 |
Shared Dispositive Power | ||
| | -0- | ||
| | 11
| | Aggregate
Amount Beneficially Owned by Each Reporting Person |
| | 7,500
shares of Common Stock |
| | |
| | 12
| | Check
if the Aggregate Amount in Row (11) Excludes Certain
Shares |
| | Not
applicable. |
| | |
| | 13
| | Percent
of Class Represented by Amount in Row (11) |
| | *% of
the Issuer’s outstanding Common Stock(1) |
| | |
| | 14
| | Type of
Reporting Person |
| | IN |
* Less than 0.1%.
(1) Based on the number of outstanding shares of
Common Stock set forth on the cover page of the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended June 30,
2019, as filed with the Securities and Exchange Commission on
August 7, 2019.
|
Cusip No. 76680V108 |
Schedule 13D | Page
6
of
8 |
Item 1. Security and Issuer
This
Schedule 13D relates to the common stock, $0.001 par value per
share (“Common
Stock”) of Ring Energy, Inc. (the “Issuer”). The principal
executive offices of the Issuer are located at 901 West Wall St.
3rd Floor, Midland, Texas 79701.
Item 2. Identity and Background
(a) This
statement is filed by:
(i)
Dr. Simon G. Kukes (“Kukes”). Kukes is the
Chief Executive Officer and a member of the Board of Directors of
PEDEVCO Corp. (“PEDEVCO”).
(ii) Mr.
John J. Scelfo (“Scelfo”). Scelfo
currently serves as principal and owner of JJS Capital Group, a
Fort Lauderdale, Florida-based investment company
(“JJS”). Scelfo is also a
member of the Board of Directors of PEDEVCO.
(iii)
Mr. Ivar Siem (“Siem”). Siem currently
serves as the Chairman of American Resources Offshore, Inc.
(“American”). Siem is also
a member of the Board of Directors of PEDEVCO.
(iv) Mr.
J. Douglas Schick (“Schick”). Schick is the
President of PEDEVCO.
Each of
Kukes, Scelfo, Siem and Schick are referred to herein as a
“Reporting
Person” and collectively as the “Reporting
Persons”.
(b) The
principal business address of:
(i) Kukes,
Siem and Schick is 575 N. Dairy Ashford, Energy Center II, Suite
210, Houston, Texas 77079; and
(ii) Scelfo
is 10 S New River Drive E. #108, Fort Lauderdale, FL
33301.
(c) The
principal occupation of:
(i) Kukes is the Chief
Executive Officer of PEDEVCO, an oil and gas exploration and
development company, which has the principal business address set
forth above under Item
2(b)(i);
(ii) Scelfo
is the principal of JJS, a family office focused on the acquisition
and growth of distressed assets along the Eastern Coast of the
United States, which has the principal business address set forth
above under Item
2(b)(ii);
(iii) Siem
is the Chairman of American, an independent oil and gas company
focused on exploitation of underdeveloped assets, which has the
principal business address set forth above under Item 2(b)(i); and
(iv) Schick
is the President of PEDEVCO, an oil and gas exploration and
development company, which has the principal business address set
forth above under Item
2(b)(i).
(d) The
Reporting Persons have not, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e)
The Reporting Persons have not, during the last five years, been
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 judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with
respect to such laws.
|
Cusip No. 76680V108 |
Schedule 13D | Page
7
of
8 |
(f) Kukes,
Schick and Scelfo are citizens of the United States, and Siem is a
citizen of Norway.
Item 3. Source of Amount of Funds or Other
Compensation
The
Reporting Persons beneficially own an aggregate of 5,544,500 shares
of Common Stock (the “Shares”), all of which
were purchased by the Reporting Persons in open market
transactions, for an aggregate of approximately $11.4
million.
The
source of funding for the purchase of the Common Stock held by the
Reporting Persons was the personal funds of the respective
purchasers.
Item 4. Purpose of Transaction
The
Reporting Persons acquired the Shares in the belief that the Shares
were undervalued. The Reporting Persons have spoken to, and intend
to continue to speak with, representatives of the Issuer’s
board of directors and management to discuss enhancing shareholder
value and the potential for undertaking a mutually beneficial
transaction between the Issuer and PEDEVCO (the “Potential Transaction”).
Notwithstanding the above, no agreements or understandings, whether
binding, non-binding, definitive or preliminary, have been entered
into between any of the Reporting Persons, PEDEVCO or the Issuer,
involving a Potential Transaction to date. Such discussions have
only been very preliminary and nothing may ever come from such
discussions.
The
Reporting Persons believe the board of directors of the Issuer
should conduct a strategic process to comprehensively assess the
synergies, cost savings and benefits associated with a Potential
Transaction and believe that shareholder value of the Issuer might
be best served, and enhanced, by entering into a Potential
Transaction.
The
Reporting Persons are considering all their options and, while they
have no present plan to do so (except as otherwise disclosed in
this Item 4), they reserve the right and are considering whether to
propose other transactions which relate to or would result in one
or more of the actions specified in clauses
(a) through (f) or (j) (as relates to (a) through (f)) of
Item 4 of Schedule 13D. The Reporting persons have no present plan
to propose any transaction which relates or would result in one or
more of the actions specified in clauses (g) through (i) or (j) (as
relates to (g) through (i)) of Item 4 of Schedule 13D.
The
Reporting Persons may, from time to time and at any time: (i)
acquire additional Shares and/or other equity, debt, notes,
instruments or other securities of the Issuer and/or its affiliates
(collectively, “Securities”) in the open
market or otherwise; (ii) dispose of any or all of their Securities
in the open market or otherwise; or (iii) engage in any hedging or
similar transactions with respect to the Securities.
Item 5. Interest in Securities of the Issuer
| | (a) | As of
the close of business on October 18, 2019, the Reporting Persons
together beneficially own in aggregate 5,544,500 shares of Common
Stock representing 8.18% of the 67,811,111 shares of the
Issuer’s issued and outstanding Common Stock, based on the
number of outstanding shares of Common Stock set forth on the cover
page of the Issuer’s Quarterly Report on Form 10-Q for
the quarter ended June 30, 2019, as filed with the Securities and
Exchange Commission on August 7, 2019. |
| | | |
| | (b) | Kukes
has the sole power to vote and dispose of 5,500,000 shares of
Common Stock reported in this Schedule 13D beneficially owned by
Kukes; Scelfo has the sole power to vote and dispose of 23,000
shares of Common Stock reported in this Schedule 13D beneficially
owned by Scelfo; Siem has the sole power to vote and dispose of
14,000 shares of Common Stock reported in this Schedule 13D
beneficially owned by Siem (notwithstanding the 12,000 shares held
in a joint account with his spouse); and Schick has the sole power
to vote and dispose of 7,500 shares of Common Stock reported in
this Schedule 13D beneficially owned by Schick. |
| | | |
| | (c) |
The following table sets forth all transactions with respect to
Shares effected during the past sixty (60) days by any of the
Reporting Persons. All transactions represent the purchases of
Common Stock in open market transactions.Name of Reporting
PersonDate of TransactionAmount of
Securities AcquiredAverage Price Per Share ($)Mr. Ivar Siem10/1/20192,0001.52Dr. Simon
Kukes10/15/20191,223,1801.40Dr. Simon
Kukes10/16/20191,869,9821.58Dr. Simon
Kukes10/17/20191,038,5791.80 |
|
Name of Reporting Person |
Date of Transaction |
Amount of Securities Acquired |
Average Price Per Share ($) |
| Mr.
Ivar Siem | 10/1/2019 | 2,000 | 1.52 |
| Dr.
Simon Kukes | 10/15/2019 | 1,223,180 | 1.40 |
| Dr.
Simon Kukes | 10/16/2019 | 1,869,982 | 1.58 |
| Dr.
Simon Kukes | 10/17/2019 | 1,038,579 | 1.80 |
|
Cusip No. 76680V108 |
Schedule 13D | Page 8 of
8 |
| | (d) | No
other person has the right to receive or the power to vote or to direct the vote, or to
dispose or direct the disposition, of sale of the securities
beneficially owned by the Reporting Persons as described in
Item 5(a), above. |
| | (e) | N/A. |
|
Item 6. Contracts, Arrangements, Understanding or Relationships
with Respect to Securities of the Issuer |
The Reporting Persons have entered into a Joint Filing Agreement
pursuant to which, among other things, the parties agreed to the
joint filing on behalf of each of them of statements on Schedule
13D with respect to the securities of the Issuer. The Joint Filing
Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Except as set forth herein, there are no contracts, arrangements,
understandings or relationships among the Reporting Persons, or
between the Reporting Persons and any other person, with respect to
the securities of the Issuer.
Item 7. Material to be Filed as Exhibits
| Exhibit
No. | Description |
| | |
| Joint
Filing Agreement by and among Dr. Simon G. Kukes, Mr. John J.
Scelfo, Mr. Ivar Siem and Mr. J. Douglas Schick dated October 18,
2019 |
Signatures
After
reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
| Dated:
October 18, 2019
/s/ Dr. Simon G. Kukes | | |
|
Dr. Simon G. Kukes | | |
| Dated:
October 18, 2019
/s/ Mr. John J. Scelfo | | |
|
Mr. John J. Scelfo | | |
| Dated:
October 18, 2019
/s/ Mr. Ivar Siem | | |
|
Mr. Ivar Siem | | |
| Dated:
October 18, 2019
/s/ Mr. J. Douglas Schick | | |
|
Mr. J. Douglas Schick | | |
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized
representative (other than an executive officer or general partner
of the filing person), evidence of the representative’s
authority to sign on behalf of such person shall be filed with the
statement: provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be
incorporated by reference. The name and any title of each person
who signs the statement shall be typed or printed beneath his
signature.