Explanatory Note
This Amendment No. 10 to the statement on Schedule 13D amends and supplements the statement on Schedule 13D filed by the Reporting Persons on March 24, 2016, as amended by Amendment No. 1 filed by the Reporting Persons on April 5, 2016, Amendment No. 2 filed by the Reporting Persons on April 7, 2016, Amendment No. 3 filed by the Reporting Persons on May 16, 2016, Amendment No. 4 filed by the Reporting Persons on May 27, 2016, Amendment No. 5 filed by the Reporting Persons on June 6, 2016, Amendment No. 6 filed by the Reporting Persons on June 28, 2016, Amendment No. 7 filed by the Reporting Persons on July 25, 2016, Amendment No. 8 filed by the Reporting Persons on August 29, 2016 and Amendment No. 9 filed by the Reporting Persons on January 17, 2017 (as amended, the Original Schedule 13D and, together with this Amendment No. 10, the Schedule 13D). Terms defined in the Schedule 13D are used herein as so defined.
Item 5.
Interest in Securities of the Issuer
Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:
(a)
Aggregate number and percentage of securities
. See items 11 and 13 of the cover pages to this Amendment No. 10 for the aggregate number of shares of Common Stock and percentage of Common Stock beneficially owned by each of the Reporting Persons.
(b)
Power to vote and dispose.
See items 7 through 10 of the cover pages to this Amendment No. 10 for the number of shares of Common Stock beneficially owned by each of the Reporting Persons as to which there is sole or shared power to vote or to direct the vote, and sole or shared power to dispose or to direct the disposition.
(c)
Transactions within the past 60 days.
Pursuant to the Agreement and Plan of Merger, dated as of January 13, 2017, by and among the Issuer, Noble Energy, Inc. (Noble Energy) and two indirect wholly owned subsidiaries of Noble Energy (the Merger Agreement), at the effective time of the merger on April 24, 2017 each share of the Issuers Common Stock reported as beneficially owned on Amendment No. 9 to this Schedule 13D filed by the Reporting Persons on January 17, 2017 was converted into the Merger Consideration (as defined in the Merger Agreement).
(d)
Certain rights of other persons.
Other than as disclosed in the Original Schedule 13D, no other person has or had the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, securities covered by this statement.
(e)
Date ceased to be a 5% owner.
As of April 24, 2017, none of the Reporting Persons or the Purchasers hold or beneficially own shares of Common Stock representing 5.0% or more of the outstanding shares of Common Stock.
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