Filing Details
- Accession Number:
- 0001104659-17-067424
- Form Type:
- 13G Filing
- Publication Date:
- 2017-11-09 16:46:00
- Filed By:
- Sanchez Energy Corp
- Company:
- Lonestar Resources Us Inc.
- Filing Date:
- 2017-11-09
- SEC Url:
- 13G Filing
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 |
|---|---|---|---|---|---|---|
| Sanchez Energy Corporation | 0 | 1,500,000 | 0 | 1,500,000 | 1,500,000 | 6.43% |
| SN UR Holdings | 0 | 1,500,000 | 0 | 1,500,000 | 1,500,000 | 6.43% |
|
|
|
|
|
| UNITED STATES |
|
|
| SECURITIES AND EXCHANGE COMMISSION |
|
|
| Washington, D.C. 20549 |
|
|
|
|
|
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Lonestar Resources US Inc.
(Name of Issuer)
Class A Common Stock, Par Value $0.001 Per Share
(Title of Class of Securities)
54240F103
(CUSIP Number)
November 3, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| o | Rule 13d-1(b) |
| x | Rule 13d-1(c) |
| o | Rule 13d-1(d) |
*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.
The information required in 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. 54240F103 | |||||
|
| |||||
|
| 1 | Name of Reporting Person: | |||
|
| |||||
|
| 2 | Check the Appropriate Box if a Member of a Group | |||
|
|
| (a) | o | ||
|
|
| (b) | x | ||
|
| |||||
|
| 3 | SEC Use Only | |||
|
| |||||
|
| 4 | Citizenship or Place of Organization | |||
|
|
|
| |||
| Number of | 5 | Sole Voting Power | |||
|
| |||||
| 6 | Shared Voting Power | ||||
|
| |||||
| 7 | Sole Dispositive Power | ||||
|
| |||||
| 8 | Shared Dispositive Power | ||||
|
| |||||
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
|
| |||||
|
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
|
| |||||
|
| 11 | Percent of Class Represented by Amount in Row (9) | |||
|
| |||||
|
| 12 | Type of Reporting Person | |||
(1) Sanchez Energy Corporation, a Delaware corporation (SN), is the sole member of SN UR Holdings, LLC, a member-managed Delaware limited liability company and wholly-owned subsidiary of SN (SN UR), and therefore may be deemed to possess voting and dispositive power with respect to the 1,500,000 shares of Class A Common Stock, par value $0.001 per share (Common Stock), held of record by SN UR as of November 3, 2017.
(2) Based on 23,322,015 shares of Common Stock, calculated by adding (a) 21,822,015 shares of Common Stock issued and outstanding as of September 12, 2017, as reported in the Issuers Definitive Proxy Statement filed with the Securities and Exchange Commission on September 13, 2017 and (b) 1,500,000 shares of Common Stock issued on November 3, 2017 in connection with the automatic conversion of preferred stock issued to SN UR, but excluding 1,184,632 shares of Common Stock issued or issuable, as of November 3, 2017, in connection with the automatic conversion of preferred stock initially issued to Battlecat Oil & Gas, LLC, a Texas limited liability company (Battlecat).
2
| CUSIP No. 54240F103 | |||||
|
| |||||
|
| 1 | Name of Reporting Person: | |||
|
| |||||
|
| 2 | Check the Appropriate Box if a Member of a Group | |||
|
|
| (a) | o | ||
|
|
| (b) | x | ||
|
| |||||
|
| 3 | SEC Use Only | |||
|
| |||||
|
| 4 | Citizenship or Place of Organization | |||
|
|
|
| |||
| Number of | 5 | Sole Voting Power | |||
|
| |||||
| 6 | Shared Voting Power | ||||
|
| |||||
| 7 | Sole Dispositive Power | ||||
|
| |||||
| 8 | Shared Dispositive Power | ||||
|
| |||||
|
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person | |||
|
| |||||
|
| 10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
|
| |||||
|
| 11 | Percent of Class Represented by Amount in Row (9) | |||
|
| |||||
|
| 12 | Type of Reporting Person | |||
(1) Based on 23,322,015 shares of Common Stock, calculated by adding (a) 21,822,015 shares of Common Stock issued and outstanding as of September 12, 2017, as reported in the Issuers Definitive Proxy Statement filed with the Securities and Exchange Commission on September 13, 2017 and (b) 1,500,000 shares of Common Stock issued on November 3, 2017 in connection with the automatic conversion of preferred stock issued to SN UR, but excluding 1,184,632 shares of Common Stock issued or issuable, as of November 3, 2017, in connection with the automatic conversion of preferred stock initially issued to Battlecat.
3
| Item 1 (a). | Name of Issuer: | ||
| Item 1 (b). | Address of Issuers Principal Executive Offices: | ||
|
| |||
| Item 2 (a). | Names of Persons Filing:
The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, as amended. | ||
| Item 2 (b). | Address or Principal Business Office or, if none, Residence: The address of the Reporting Persons is: 1000 Main Street, Suite 3000 Houston, Texas 77002 | ||
| Item 2 (c). | Citizenship: | ||
|
| (i) | Sanchez Energy Corporation | Delaware |
|
| (ii) | SN UR Holdings, LLC | Delaware |
| Item 2 (d). | Title of Class of Securities: | ||
| Item 2 (e). | CUSIP Number: | ||
|
| |||
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: | ||
|
| Not applicable. | ||
4
| Item 4. | Ownership: |
|
| The information contained in the cover pages hereto is incorporated by reference into this Item 4. |
|
| |
| Item 5. | Ownership of Five Percent or Less of a Class: |
|
| Not applicable. |
|
| |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
|
| Not applicable. |
|
| |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: |
|
| Not applicable. |
|
| |
| Item 8. | Identification and Classification of Members of the Group: |
|
| Not applicable. |
|
| |
| Item 9. | Notice of Dissolution of Group: |
|
| Not applicable. |
5
| Item 10. | Certifications: |
|
| 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 and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
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.
Dated: November 9, 2017
|
| SANCHEZ ENERGY CORPORATION | |
|
|
|
|
|
|
|
|
|
| By: | /s/ Howard J. Thill |
|
| Name: | Howard J. Thill |
|
| Title: | Executive Vice President and Chief Financial Officer |
|
|
|
|
|
|
|
|
|
| SN UR HOLDINGS, LLC | |
|
|
|
|
|
|
|
|
|
| By: | /s/ Howard J. Thill |
|
| Name: | Howard J. Thill |
|
| Title: | Executive Vice President and Chief Financial Officer |
6
EXHIBIT INDEX
| Exhibit |
| Description |
| 99.1 |
| Joint Filing Agreement between Sanchez Energy Corporation and SN UR Holdings, LLC regarding filing of Schedule 13G, dated November 9, 2017. |
7