This Amendment No. 1 to Schedule 13D amends Items 2, 5 and 6 of the Schedule 13D filed by Charles S. Leykum, CSL Energy Opportunity GP I, LLC, CSL Energy Opportunity GP II, LL, Ranger Energy Holdings, LLC, Torrent Energy Holdings, LLC, Ranger Energy Holdings II, LLC, Torrent Energy Holdings II, LLC, CSL Energy Holdings I, LLC, CSL Energy Holdings II, LLC, CSL Energy Opportunities Fund I, L.P., CSL Energy Opportunities Fund II, L.P., CSL Energy Opportunities Master Fund, LLC, Bayou Well Holdings Company, LLC, Richard E. Agee, and Brett T. Agee with the Securities and Exchange Commission on August 28, 2017 (the “Schedule 13D”).
Except as set forth below and as to give effect to the changes in ownership amounts reflected above, all Items of the Schedule 13D remain unchanged. All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D.
Item 2. | Identity and Background |
Item 2 of the Schedule 13D is hereby amended and supplemented by inserting the following paragraph immediately before the second paragraph thereof:
CSL MF no longer holds shares of Class A Common Stock and is no longer a Reporting Person on this Schedule 13D.
The Reporting Persons have determined that Bayou, R. Agee and B. Agee (the “Bayou Reporting Persons”) and Leykum, CSL GP I, CSL GP II, REH, REH II, TEH II, CSL HI, CSL HII, CSL OI, CSL OII and CSL MF (the “CSL Reporting Persons”) will no longer file a joint Schedule 13D after filing this Amendment No. 1 to Schedule 13D. The Bayou Reporting Persons and the CSL Reporting Persons will continue to separately file statements on Schedule 13D, pursuant to Rule13d-1(k)(2) under the Act, addressing their deemed status as members of a “group” with respect to the securities of the Issuer.
Item 5. | Interest in Securities of the Issuer |
(f) | As of the date hereof, the Reporting Persons collectively beneficially own 10,055,830 shares of Class A Common Stock, representing 64.3% of the Class A Common Stock, based on (a) 8,775,220 shares of Class A Common Stock outstanding as of October 23, 2019, and (b) assuming that all 6,866,154 shares of Class B Common Stock beneficially owned by the Reporting Persons as of October 23, 2019 (along with an equivalent number of Ranger Units, and no other shares of Class B Common Stock or Ranger Units) were exchanged for newly-issued shares of Class A Common Stock on aone-for-one basis. |
Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the Class A Common Stock referred to herein for the purposes of Section 13(d) of the Act or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person.
| (a) | As of the date hereof, Leykum may be deemed the beneficial owner of 9,891,401 shares of Class A Common Stock, constituting approximately 63.2% of the shares of Class A Common Stock, consisting of the following: |
| 1. | 175,524 shares of issued and outstanding Class A Common Stock held directly by CSL HI, the managing member of which is CSL GP I, the managing member of which is Leykum; |
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