United States
Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13E-3
Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange
Act of 1934 (Amendment No. 4)
Carbon Energy Corporation
(Name of the Issuer)
Carbon Energy Corporation
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(Names of Persons Filing Statement)
Common Stock
(Title of Class of Securities)
14110Q100
(CUSIP Number of Class of Securities)
Erich Kirsch
Principal Financial and Accounting Officer
Carbon Energy Corporation
1700 Broadway, Suite 1170
Denver, CO 80290
(720) 407-7055
With a copy to:
William T. Hart
Hart & Hart, LLC
1624 N. Washington Street
Denver, CO 80203
(303) 839-0061
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(Name, Address, and Telephone Numbers of Person Authorized to Receive Notices
and Communications on Behalf of the Persons Filing Statement)
This statement is filed in connection with (check the appropriate box):
a. [X] The filing of solicitation materials or an information statement
subject to Regulation 14A (ss.ss. 240.14a-1 through 240.14b-2), Regulation
14C (ss.ss. 240.14c-1 through 240.14c-101) or Rule 13e-3(c) (ss.
240.13e-3(c)) under the Securities Exchange Act of 1934 ("the Act").
b. [ ] The filing of a registration statement under the Securities Act of
1933.
c. [ ] A tender offer.
d. [ ] None of the above.
Check the following box if the soliciting materials or information statement
referred to in checking box (a) are preliminary copies: [ ]
Check the following box if the filing is a final amendment reporting the results
of the transaction [ ]
CALCULATION OF FILING FEE
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Transaction
valuation $191.00 Amount of filing fee $0.04
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Transaction value determined by multiplying the number of shares which the
Company will purchase as a result of the Reverse Stock Split by $1.00.
[ ] Check the box if any part of the fee is offset as provided by ss.
240.0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid:
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Form or Registration No.:
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Filing Party:
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Date Filed:
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INTRODUCTION
The Company has previously filed a definitive proxy statement on Schedule
14A (the "Proxy Statement") pursuant to Regulation 14A under the Securities
Exchange Act of 1934, as amended pertaining to a special meeting of the
Company's shareholders. The purpose of this amendment No. 4 to Schedule 13E-3 is
to provide the results of the special meeting.
Item 15. Additional Information
On October 22, 2020, shareholders, at a special meeting of the Company's
shareholders, approved an amendment to the Company's Certificate of
Incorporation to reverse split the outstanding shares of the Company's common
stock on a 4-for-1 basis.
The amendment was filed with the Delaware Secretary of State on October 26,
2020.
The reverse stock split will become effective in the over-the-counter
markets following notification by FINRA of the effective date of the reverse
stock split.
Signature. After due 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.
/s/ Patrick R. McDonald
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(Signature)
Patrick R. McDonald, Chief Executive Officer
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(Name and title)
November 6, 2020
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(Date)