Amended Statement of Ownership (sc 13g/a)
February 14 2018 - 6:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Gastar
Exploration Inc.
(Name of Issuer)
Common Stock
(Title of
Class of Securities)
36729W202
(CUSIP Number)
December
31, 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:
☐ Rule 13d-1(b)
☒
Rule 13d-1(c)
☐ Rule 13d-1(d)
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*
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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.
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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
).
SCHEDULE 13G
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1
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Names
of Reporting Persons
Dan H. Wilks
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2
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Check the appropriate box if a
member of a Group (see instructions)
(a) ☒ (b) ☐
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3
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Sec Use Only
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4
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Citizenship or Place of
Organization
United
States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5
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Sole Voting Power
0
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6
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Shared Voting Power
6,454,011
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7
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Sole Dispositive Power
0
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8
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Shared Dispositive Power
6,454,011
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
6,454,011
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10
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Check box if the aggregate amount
in row (9) excludes certain shares (See Instructions)
☐
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11
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Percent of class represented by
amount in row (9)
2.95%
(1)
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12
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Type of Reporting Person (See
Instructions)
IN
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(1)
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Based on 218,941,521 shares of Common Stock of the Issuer issued and outstanding as of November 6, 2017, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017
filed with the SEC on November 8, 2017.
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Page 2 of 9
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1
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Names
of Reporting Persons
Staci Wilks
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2
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Check the appropriate box if a
member of a Group (see instructions)
(a) ☒ (b) ☐
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3
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Sec Use Only
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4
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Citizenship or Place of
Organization
United
States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5
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Sole Voting Power
0
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6
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Shared Voting Power
6,454,011
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7
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Sole Dispositive Power
0
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8
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Shared Dispositive Power
6,454,011
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
6,454,011
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10
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Check box if the aggregate amount
in row (9) excludes certain shares (See Instructions)
☐
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11
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Percent of class represented by
amount in row (9)
2.95%
(1)
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12
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Type of Reporting Person (See
Instructions)
IN
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(1)
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Based on 218,941,521 shares of Common Stock of the Issuer issued and outstanding as of November 6, 2017, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017
filed with the SEC on November 8, 2017.
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Page 3 of 9
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1
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Names
of Reporting Persons
Wilks Brothers, LLC
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2
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Check the appropriate box if a
member of a Group (see instructions)
(a) ☒ (b) ☐
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3
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Sec Use Only
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4
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Citizenship or Place of
Organization
United
States
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With:
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5
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Sole Voting Power
6,454,011
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6
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Shared Voting Power
0
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7
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Sole Dispositive Power
6,454,011
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8
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Shared Dispositive Power
0
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
6,454,011
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10
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Check box if the aggregate amount
in row (9) excludes certain shares (See Instructions)
☐
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11
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Percent of class represented by
amount in row (9)
2.95%
(1)
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12
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Type of Reporting Person (See
Instructions)
OO
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(1)
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Based on 218,941,521 shares of Common Stock of the Issuer issued and outstanding as of November 6, 2017, as set forth in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017
filed with the SEC on November 8, 2017.
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Page 4 of 9
Item 1.
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(a)
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Name of Issuer:
Gastar Exploration Inc.
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(b)
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Address of Issuer’s Principal Executive Offices:
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1331 Lamar Street, Suite 650
Houston, TX 77010
Item 2.
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(a)
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Name of Person Filing:
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This Schedule 13G is being jointly filed by Dan H. Wilks, Staci
Wilks, and Wilks Brothers, LLC.
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(b)
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Address of Principal Business Office or, if None, Residence:
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Dan H. Wilks
17010 Interstate 20
Cisco, TX
76437
Staci Wilks
17010
Interstate 20
Cisco, TX 76437
Wilks Brothers, LLC
17010
Interstate 20
Cisco, TX 76437
Dan H. Wilks is a citizen of the United States of America.
Staci Wilks is a citizen of the United States of America.
Wilks Brothers, LLC is a limited liability company organized in the State of Texas.
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(d)
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Title and Class of Securities:
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Common Stock, Par Value $0.01
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Item 3.
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If this statement is filed pursuant to §§
240.13d-1(b)
or
240.13d-2(b)
or (c), check whether the person filing is a:
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(a) ☐
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Broker or dealer registered under Section 15 of the Act;
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(b) ☐
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Bank as defined in Section 3(a)(6) of the Act;
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(c) ☐
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Insurance company as defined in Section 3(a)(19) of the Act;
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(d) ☐
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Investment company registered under Section 8 of the Investment Company Act of 1940;
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(e) ☐
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An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
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Page 5 of 9
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(f) ☐
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An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
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(g) ☐
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A parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
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(h) ☐
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i) ☐
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940;
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(j) ☐
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A
non-U.S.
institution in accordance with Rule
240.13d-1(b)(1)(ii)(J);
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(k) ☐
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Group, in accordance with Rule
240.13d-1(b)(1)(ii)(K).
If filing as a
non-U.S.
institution in accordance with Rule
240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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The information in items 1 through 11 on the cover pages to this Schedule 13G is hereby
incorporated by reference.
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Item 5.
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Ownership of Five Percent or Less of a Class.
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If this statement is being filed to
report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.
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Item 6.
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Ownership of more than Five Percent on Behalf of Another Person.
Not applicable.
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Item 7.
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Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company or control person.
Not applicable.
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Item 8.
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Identification and classification of members of the group.
See Exhibit 99.1.
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Item 9.
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Notice of Dissolution of Group.
Not applicable.
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Item 10.
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Certifications.
Not applicable.
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Page 6 of 9
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: February 14, 2018
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*
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Dan H. Wilks
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*
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Staci Wilks
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WILKS BROTHERS, LLC
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By:
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/s/ Morgan D Neff
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Name:
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Morgan D Neff
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Title:
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Attorney-in-Fact
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*By:
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/s/ Morgan D Neff
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Morgan D Neff, as
Attorney-in-Fact
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The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative’s authority to sign on behalf of such person shall be
filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
Page 7 of 9
EXHIBIT INDEX
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Exhibit
No.
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Description
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99.1
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Identification of Members of the Group
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Page 8 of 9