Filing Details

Accession Number:
0000921895-18-000180
Form Type:
13D Filing
Publication Date:
2018-01-17 17:23:42
Filed By:
FrontFour Capital Group
Company:
Obsidian Energy Ltd. (NYSE:OBE)
Filing Date:
2018-01-17
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
FRONTFOUR CAPITAL GROUP 210,000 210,000 27,310,746 27,310,746 5.4%
FRONTFOUR MASTER FUND, LTD 450,000 450,000 22,053,257 22,053,257 4.4%
FRONTFOUR OPPORTUNITY FUND 518,900 518,900 LESS THAN 1%
FRONTFOUR CAPITAL CORP 518,900 518,900 LESS THAN 1%
FRONTFOUR ENERGY FUND 588,000 588,000 LESS THAN 1%
FRONTFOUR ENERGY GP INC 588,000 588,000 LESS THAN 1%
STEPHEN LOUKAS 28,417,646 28,627,646 5.7%
DAVID A. LORBER 28,417,646 28,867,646 5.7%
ZACHARY GEORGE 28,417,646 28,417,646 5.6%
Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

§ 240.13d-2(a)

(Amendment No. 1)1

Obsidian Energy Ltd.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

674482 10 4

(CUSIP Number)

David A. lorber

FRONTFOUR CAPITAL GROUP LLC
35 Mason Street, 4th Floor
Greenwich, Connecticut 06830
(203) 274-9050

STEVE WOLOSKY, ESQ.

OLSHAN FROME WOLOSKY LLP

1325 Avenue of the Americas

New York, New York 10019

(212) 451-2300

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

January 17, 2018

(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.

 

 

 

1              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).

 
  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR CAPITAL GROUP LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        DELAWARE  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         27,310,746  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          27,310,746  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        27,310,746  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        5.4%  
  14   TYPE OF REPORTING PERSON  
         
        IA  

  

2
  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR MASTER FUND, LTD.  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        WC  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        CAYMAN ISLANDS  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         22,053,257  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          22,053,257  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        22,053,257  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        4.4%  
  14   TYPE OF REPORTING PERSON  
         
        CO  

  

3

 

  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR OPPORTUNITY FUND  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        WC  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        BRITISH COLUMBIA, CANADA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         518,900  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          518,900  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        518,900  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        LESS THAN 1%  
  14   TYPE OF REPORTING PERSON  
         
        OO  

  

4

 

  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR CAPITAL CORP.  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        BRITISH COLUMBIA, CANADA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         518,900  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          518,900  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        518,900  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        LESS THAN 1%  
  14   TYPE OF REPORTING PERSON  
         
        CO  

  

5

 

  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR ENERGY FUND  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        WC  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        ONTARIO, CANADA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         588,000  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          588,000  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        588,000  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        LESS THAN 1%  
  14   TYPE OF REPORTING PERSON  
         
        PN  

  

6

 

  1   NAME OF REPORTING PERSON  
         
        FRONTFOUR ENERGY GP INC.  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        ONTARIO, CANADA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         588,000  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          588,000  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        588,000  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        LESS THAN 1%  
  14   TYPE OF REPORTING PERSON  
         
        CO  

  

7

 

  1   NAME OF REPORTING PERSON  
         
        STEPHEN LOUKAS  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        PF, AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         210,000  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         28,417,646  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          210,000  
    10   SHARED DISPOSITIVE POWER  
           
          28,417,646  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        28,627,646  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        5.7%  
  14   TYPE OF REPORTING PERSON  
         
        IN  

  

8

 

  1   NAME OF REPORTING PERSON  
         
        DAVID A. LORBER  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        PF, AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         450,000  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         28,417,646  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          450,000  
    10   SHARED DISPOSITIVE POWER  
           
          28,417,646  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        28,867,646  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        5.7%  
  14   TYPE OF REPORTING PERSON  
         
        IN  

  

9

 

  1   NAME OF REPORTING PERSON  
         
        ZACHARY GEORGE  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐
        (b) ☐
           
  3   SEC USE ONLY    
           
           
  4   SOURCE OF FUNDS  
         
        AF  
  5   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)     ☐
       
           
  6   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   7   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         - 0 -  
OWNED BY   8   SHARED VOTING POWER  
EACH          
REPORTING         28,417,646  
PERSON WITH   9   SOLE DISPOSITIVE POWER  
         
          - 0 -  
    10   SHARED DISPOSITIVE POWER  
           
          28,417,646  
  11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        28,417,646  
  12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES     ☐
       
           
  13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
         
        5.6%  
  14   TYPE OF REPORTING PERSON  
         
        IN  

  

10

 

The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.

 

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

Item 3 is hereby amended and restated as follows:

The Shares and call options purchased by each of the Master Fund and the Canadian Fund, the Shares and call options held in the Separately Managed Accounts and the Shares purchased by the Energy Fund, were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business). The aggregate purchase price of the 19,620,457 Shares owned directly by the Master Fund is approximately $22,380,757, including brokerage commissions. The aggregate purchase price of the call options exercisable into 2,432,800 Shares owned directly by the Master Fund is approximately $511,259, including brokerage commissions. The aggregate purchase price of the 460,000 Shares owned directly by the Canadian Fund is approximately CAD$1,028,683, including brokerage commissions. The aggregate purchase price of the call options exercisable into 58,900 Shares owned directly by the Canadian Fund is approximately $12,352, including brokerage commissions. The aggregate purchase price of the 4,749,189 Shares held in the Separately Managed Accounts is approximately $9,032,156, including brokerage commissions. The aggregate purchase price of the call options exercisable into 508,300 Shares held in the Separately Managed Accounts is approximately $107,035, including brokerage commissions. The aggregate purchase price of the 588,000 Shares owned directly by the Energy Fund is approximately CAD$974,526, including brokerage commissions. The aggregate purchase price of the 210,000 Shares owned directly by Mr. Loukas is approximately $254,890, including brokerage commissions. The aggregate purchase price of the 450,000 Shares owned directly by Mr. Lorber is approximately $694,348, including brokerage commissions.

Item 4.Purpose of Transaction.

Item 4 is hereby amended to add the following:

On January 17, 2018, FrontFour Capital issued a press release expressing significant concerns with the Issuer’s capital plan, strategic direction and value proposition to investors. Due to these concerns and in light of its significant long-term shareholdings in the Issuer, FrontFour Capital also requested Board representation. Despite FrontFour Capital’s tireless efforts over the last three months to come to an amicable agreement with the Issuer’s management team and Board on the addition to the Board of one mutually agreed upon independent nominee proposed by FrontFour Capital, FrontFour Capital has been unable to come to an agreement that would avoid a needlessly costly and distracting proxy fight. FrontFour Capital is currently considering all available options, including seeking changes to the composition of the Board at the Issuer’s 2018 Annual Meeting. A copy of the press release is attached as an exhibit hereto and is incorporated herein by reference.

Item 5.Interest in Securities of the Issuer.

Items 5(a)-(c) are hereby amended and restated as follows:

(a)                The aggregate percentage of Shares reported owned by each person named herein is based upon 504,328,913 Shares outstanding as of November 9, 2017, which is the total number of Shares outstanding as reported in the Issuer’s Form 6-K filed with the Securities and Exchange Commission on November 13, 2017.

11

As of the close of business on the date hereof, the Master Fund beneficially owned directly 22,053,257 Shares (including 2,432,800 Shares underlying certain call options exercisable within 60 days of the date hereof), the Canadian Fund beneficially owned directly 518,900 Shares (including 58,900 Shares underlying certain call options exercisable within 60 days of the date hereof), 5,257,489 Shares (including 508,300 Shares underlying certain call options exercisable within 60 days of the date hereof) were held in the Separately Managed Accounts, the Energy Fund directly owned 588,000 Shares, Mr. Loukas directly owned 210,000 Shares and Mr. Lorber directly owned 450,000 Shares, constituting approximately 4.4%, less than 1%, approximately 1.0%, less than 1%, less than 1% and less than 1%, respectively, of the Shares outstanding.

FrontFour Capital, as the investment manager of the Master Fund and the Separately Managed Accounts, may be deemed to beneficially own the 27,310,746 Shares directly beneficially owned by the Master Fund and held in the Separately Managed Accounts, constituting approximately 5.4% of the Shares outstanding.

FrontFour Corp., as the investment manager of the Canadian Fund, may be deemed to beneficially own the 518,900 Shares directly beneficially owned by the Canadian Fund, constituting less than 1% of the Shares outstanding.

Energy Fund GP, as the general partner of the Energy Fund, may be deemed to beneficially own the 588,000 Shares directly owned by the Energy Fund, constituting less than 1% of the Shares outstanding.

Mr. Loukas, as a managing member and principal owner of FrontFour Capital, a principal owner of FrontFour Corp. and a principal owner and director of Energy Fund GP, may be deemed to beneficially own the 28,417,646 Shares directly beneficially owned in the aggregate by the Master Fund, the Canadian Fund and the Energy Fund and held in the Separately Managed Accounts, which, together with the 210,000 Shares he directly owns, constitute approximately 5.7% of the Shares outstanding.

Mr. Lorber, as a managing member and principal owner of FrontFour Capital, a principal owner of FrontFour Corp. and a principal owner and director of Energy Fund GP, may be deemed to beneficially own the 28,417,646 Shares directly beneficially owned in the aggregate by the Master Fund, the Canadian Fund and the Energy Fund and held in the Separately Managed Accounts, which, together with the 450,000 Shares he directly owns, constitute approximately 5.7% of the Shares outstanding.

Mr. George, as a managing member and principal owner of FrontFour Capital, a principal owner of FrontFour Corp. and a principal owner and director of Energy Fund GP, may be deemed to beneficially own the 28,417,646 Shares directly beneficially owned in the aggregate by the Master Fund, the Canadian Fund and the Energy Fund and held in the Separately Managed Accounts, which constitute approximately 5.6% of the Shares outstanding.

Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the securities of the Issuer owned by the other Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Exchange Act, the beneficial owners of any securities of the Issuer he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own.

12

(b)               Each of the Master Fund, FrontFour Capital and Messrs. Loukas, Lorber and George have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares owned directly by the Master Fund.

Each of FrontFour Capital and Messrs. Loukas, Lorber and George have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares held in the Separately Managed Accounts.

Each of the Canadian Fund, FrontFour Corp. and Messrs. Loukas, Lorber and George have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares owned directly by the Canadian Fund.

Each of the Energy Fund, Energy Fund GP and Messrs. Loukas, Lorber and George have shared power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares owned directly by the Energy Fund.

Mr. Loukas has the sole power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares owned directly by him.

Mr. Lorber has the sole power to vote or direct the vote of, and to dispose or direct the disposition of, the Shares owned directly by him.

(c)                The transactions in the securities of the Issuer effected by the Reporting Persons since the filing of the initial Schedule 13D are set forth on Schedule B attached hereto. All of such transactions were effected in the open market except as otherwise set forth therein.

Item 6.Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The second, third and fourth paragraphs of Item 6 are hereby amended and restated as follows:

The Master Fund has (a) purchased call options (i) referencing an aggregate of 811,600 Shares, which have an exercise price of $1.10 per Share and expire on May 18, 2018, (ii) referencing an aggregate of 811,300 Shares, which have an exercise price of $1.15 per Share and expire on May 18, 2018, and (iii) referencing an aggregate of 809,900 Shares, which have an exercise price of $1.20 per Share and expire on May 18, 2018, and (b) sold short put options (i) referencing an aggregate of 1,622,900 Shares, which have an exercise price of $0.85 per Share and expire on May 18, 2018, and (ii) referencing an aggregate of 809,900 Shares, which have an exercise price of $1.05 per Share and expire on May 18, 2018.

The Canadian Fund has (a) purchased call options (i) referencing an aggregate of 19,500 Shares, which have an exercise price of $1.10 per Share and expire on May 18, 2018, (ii) referencing an aggregate of 19,800 Shares, which have an exercise price of $1.15 per Share and expire on May 18, 2018, and (iii) referencing an aggregate of 19,600 Shares, which have an exercise price of $1.20 per Share and expire on May 18, 2018, and (b) sold short put options (i) referencing an aggregate of 39,300 Shares, which have an exercise price of $0.85 per Share and expire on May 18, 2018, and (ii) referencing an aggregate of 19,600 Shares, which have an exercise price of $1.05 per Share and expire on May 18, 2018.

The Separately Managed Accounts have (a) purchased call options (i) referencing an aggregate of 168,900 Shares, which have an exercise price of $1.10 per Share and expire on May 18, 2018, (ii) referencing an aggregate of 168,900 Shares, which have an exercise price of $1.15 per Share and expire on May 18, 2018, and (iii) referencing an aggregate of 170,500 Shares, which have an exercise price of $1.20 per Share and expire on May 18, 2018, and (b) sold short put options (i) referencing an aggregate of 337,800 Shares, which have an exercise price of $0.85 per Share and expire on May 18, 2018, and (ii) referencing an aggregate of 170,500 Shares, which have an exercise price of $1.05 per Share and expire on May 18, 2018.

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Item 7.Material to be Filed as Exhibits.

Item 7 is hereby amended to add the following exhibit:

Exhibit No. Description

 

99.1Press Release, dated January 17, 2018

  

14

 

SIGNATURES

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: January 17, 2018 FrontFour Master Fund, Ltd.
   
  By: FrontFour Capital Group LLC
as Investment Manager
     
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Managing Member

 

 

  FrontFour Capital Group LLC
   
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Managing Member

 

 

  FrontFour Opportunity Fund
   
  By: FrontFour Capital Corp.
as Investment Manager
     
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Authorized Signatory

 

 

  FrontFour Capital Corp.
   
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Authorized Signatory

 

 

  FrontFour Energy Fund
   
  By: FrontFour Energy GP Inc.
as General Partner
     
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Authorized Signatory

 

15

 

 

  FrontFour Energy GP Inc.
   
  By:

/s/ David A. Lorber

    Name: David A. Lorber
    Title: Authorized Signatory

 

 

 

/s/ Stephen Loukas

  Stephen Loukas

 

 

 

/s/ David A. Lorber

  David A. Lorber

 

 

 

/s/ Zachary George

  Zachary George
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SCHEDULE B

Transactions in the Securities of the Issuer Since the Filing of the Initial Schedule 13D

 

Class of Security Amount of Securities
Purchased/(Sold)
Price ($) Date of
Purchase/Sale

 

 

FRONTFOUR MASTER FUND, LTD.

 

May 2018 Call Option

($1.20 Strike Price)

1,216 0.3150 11/20/2017

May 2018 Put Option

($1.05 Strike Price)*

(1,216) 0.1000 11/20/2017
Common Shares 96,518 1.2230 12/08/2017
Common Shares 109,518 1.1961 12/11/2017
Common Shares 220,000 1.1673 12/14/2017
Common Shares 115,000 1.1684 12/15/2017
Common Shares 65,000 1.1714 12/18/2017
Common Shares 45,000 1.1738 12/19/2017
Common Shares 200,000 1.1847 12/20/2017

 

 

FRONTFOUR OPPORTUNITY FUND***

 

May 2018 Call Option

($1.20 Strike Price)

29 0.3150 11/20/2017

May 2018 Put Option

($1.05 Strike Price)*

(29) 0.1000 11/20/2017
Common Shares 3,000 1.5655 01/05/2018
Common Shares 3,000 1.5132 01/17/2018

 

 

FRONTFOUR CAPITAL GROUP LLC

(Through Separately Managed Accounts)

 

Common Shares (50,000) 1.2438 11/20/2017

May 2018 Call Option

($1.20 Strike Price)

255 0.3150 11/20/2017

May 2018 Put Option

($1.05 Strike Price)*

(255) 0.1000 11/20/2017
Common Shares 20,000 1.2613 12/04/2017
Common Shares (25,000) 1.3000 12/04/2017
Common Shares 30,000 1.2627 12/05/2017
Common Shares 50,000 1.2330 12/06/2017
Common Shares (40,000) 1.2282 12/06/2017
Common Shares 25,000 1.2242 12/07/2017
Common Shares (25,000) 1.2071 12/07/2017
Common Shares 15,482 1.2230 12/08/2017
Common Shares (40,000) 1.2059 12/08/2017
Common Shares (50,000) 1.2075 12/08/2017
Common Shares 30,482 1.1961 12/11/2017
Common Shares (135,000) 1.1884 12/11/2017
Common Shares (220,000) 1.1643 12/14/2017
Common Shares (115,000) 1.1641 12/15/2017
Common Shares (65,000) 1.1643 12/18/2017
Common Shares (50,000) 1.1690 12/19/2017
Common Shares (200,000) 1.1764 12/20/2017
Common Shares 115,000 1.3177 01/04/2018
Common Shares (150,000) 1.3129 01/04/2018

 

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FRONTFOUR ENERGY FUND***

 

Common Shares 124,550 1.5973 11/20/2017
Common Shares 188,750 1.7109 11/21/2017
Common Shares 60,500 1.6558 11/27/2017
Common Shares 60,000 1.6563 11/30/2017

 

 

* Represents a short sale.

*** All prices for transactions in Common Shares are in Canadian Dollars and all prices for transactions in options are in U.S. Dollars.

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