SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/12/2017 | 3. Issuer Name and Ticker or Trading Symbol ULTRA PETROLEUM CORP [ UPL ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Beneficially Owned | |||
---|---|---|---|
1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Shares, no par value per share (the "Common Shares") | 30,360,930 | I | See footnote(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Cash Settled Equity Swap(2) | (3) | 05/07/2018 | Common Shares | 581,925 | 0.467(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/09/2018 | Common Shares | 347,362 | 0.65(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/10/2018 | Common Shares | 2,210,498 | 0.511(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/11/2018 | Common Shares | 1,079,290 | 0.597(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/11/2018 | Common Shares | 95,609 | 0.714(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/14/2018 | Common Shares | 864,419 | 0.589(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/14/2018 | Common Shares | 33,765 | 0.645(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/14/2018 | Common Shares | 64,212 | 0.646(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/14/2018 | Common Shares | 37,861 | 0.69(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/14/2018 | Common Shares | 55,739 | 0.702(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/15/2018 | Common Shares | 142,218 | 0.77(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/16/2018 | Common Shares | 766,684 | 0.974(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/16/2018 | Common Shares | 71,605 | 0.976(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/18/2018 | Common Shares | 586,757 | 0.954(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 05/21/2018 | Common Shares | 37,681 | 0.989(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 08/03/2018 | Common Shares | 62,944 | 4.485(4) | I | See footnote(1) |
Cash Settled Equity Swap(2) | (3) | 08/06/2018 | Common Shares | 305 | 4.521(4) | I | See footnote(1) |
Explanation of Responses: |
1. The securities to which this filing relates are held directly by certain private-pooled investment vehicles for which the Reporting Person serves as the investment manager (the "Funds"). The Reporting Person is the investment manager of the Funds, and has been granted investment discretion over portfolio investments, including the Common Shares held by the Funds. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, except as to such extent of the Reporting Person's pecuniary interest in the securities. |
2. Cash-settled equity swap. Swaps are not counted for purposes of determining 10% beneficial ownership. These contracts do not give the Reporting Person direct or indirect voting, investment or dispositive control over any securities of the Issuer and do not require the counterparties thereto to acquire, hold, vote or dispose of any securities of the Issuer. Accordingly, the Reporting Person disclaims any beneficial ownership in securities that may be referenced in such contracts or that may be held from time to time by any counterparties to the contracts. |
3. The Reporting Person has the right to terminate and close out each total return swap at any time. |
4. Upon settlement of the various swap agreements, either (i) the counterparty will pay to the Reporting Person in cash an amount determined in part by reference to any increase between the initial reference price set forth in column 4 of Table II and the market value of a notional number of shares of Common Shares on the applicable expiration date as set forth in Table II or (ii) the Reporting Person will pay to the counterparty in cash an amount determined in part by reference to any decrease between the initial reference price set forth in column 4 of Table II and the market value of the reference shares on the applicable expiration date listed in Table II. |
/s/ Fir Tree Inc.; By: Brian Meyer, its General Counsel | 04/24/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |