0001193125-14-365611.txt : 20141007 0001193125-14-365611.hdr.sgml : 20141007 20141007160601 ACCESSION NUMBER: 0001193125-14-365611 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20141007 DATE AS OF CHANGE: 20141007 GROUP MEMBERS: CROSSCAP ENERGY QP SSF, L.P. GROUP MEMBERS: CROSSCAP ENERGY SSF, L.P. GROUP MEMBERS: CROSSCAP ENHANCED GP, L.P. GROUP MEMBERS: CROSSCAP GENERAL PARTNERS, L.P. GROUP MEMBERS: H. MARK CROSSWELL SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GeoMet, Inc. CENTRAL INDEX KEY: 0001352302 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760662382 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81947 FILM NUMBER: 141145771 BUSINESS ADDRESS: STREET 1: 909 FANNIN, SUITE 3208 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: (713) 659-3855 MAIL ADDRESS: STREET 1: 909 FANNIN, SUITE 3208 CITY: HOUSTON STATE: TX ZIP: 77010 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CrossCap Management Inc. CENTRAL INDEX KEY: 0001412185 IRS NUMBER: 760633141 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 5851 SAN FELIPE STREET 2: SUITE 230 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 713-781-1000 MAIL ADDRESS: STREET 1: 5851 SAN FELIPE STREET 2: SUITE 230 CITY: HOUSTON STATE: TX ZIP: 77057 SC 13G 1 d800852dsc13g.htm SC 13G SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

 

 

GeoMet, Inc.

(Name of Issuer)

Common stock, par value $0.001 per share

(Title of Class of Securities)

37250U201

(CUSIP Number)

August 1, 2014

(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)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

 

 

 


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

CrossCap Management, Inc.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

3,701,000

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

3,701,000

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,701,000

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.1% **

12  

TYPE OF REPORTING PERSON*

 

IA, CO, HC

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

2


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

H. Mark Crosswell

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

U.S. Citizen

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

3,701,000

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

3,701,000

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

3,701,000

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

9.1% **

12  

TYPE OF REPORTING PERSON*

 

HC, IN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

3


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

CrossCap Energy SSF, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

1,127,980

   6   

SHARED VOTING POWER

 

0

   7   

SOLE DISPOSITIVE POWER

 

1,127,980

   8   

SHARED DISPOSITIVE POWER

 

0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,127,980

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.8% **

12  

TYPE OF REPORTING PERSON*

 

PN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

4


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

CrossCap General Partners, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

1,127,980

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

1,127,980

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,127,980

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.8% **

12  

TYPE OF REPORTING PERSON*

 

PN, HC

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

5


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

CrossCap Energy QP SSF, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

2,573,020

   6   

SHARED VOTING POWER

 

0

   7   

SOLE DISPOSITIVE POWER

 

2,573,020

   8   

SHARED DISPOSITIVE POWER

 

0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,573,020

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.4% **

12  

TYPE OF REPORTING PERSON*

 

PN

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

6


CUSIP No. 37250U201   13G  

 

  1   

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

CrossCap Enhanced GP, L.P.

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)  ¨        (b)  ¨

 

  3  

SEC USE ONLY

 

  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Texas

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

     

SOLE VOTING POWER

 

0

   6   

SHARED VOTING POWER

 

2,573,020

   7   

SOLE DISPOSITIVE POWER

 

0

   8   

SHARED DISPOSITIVE POWER

 

2,573,020

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,573,020

10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.4% **

12  

TYPE OF REPORTING PERSON*

 

PN, HC

 

* SEE INSTRUCTIONS BEFORE FILLING OUT
** SEE ITEM 4(b).

 

7


SCHEDULE 13G

This Schedule 13G (this “Schedule 13G”) relates to shares of Common stock, par value $0.001 per share (the “Common Stock”), of GeoMet, Inc., a Delaware corporation (the “Issuer”), and is being filed on behalf of (i) CrossCap Energy SSF, L.P., a Texas limited partnership (“CrossCap Energy”), (ii) CrossCap General Partners, L.P., a Texas limited partnership (“CrossCap General Partners”), as the general partner of CrossCap Energy, (iii) CrossCap Energy QP SSF, L.P., a Texas limited partnership (“CrossCap Energy QP” and, together with CrossCap Energy, the “Funds”), (iv) CrossCap Enhanced GP, L.P., a Texas limited partnership (“CrossCap Enhanced”), as the general partner of CrossCap Energy QP, (v) CrossCap Management, Inc., a Texas corporation (“CCM”), as general partner of CrossCap General Partners and CrossCap Enhanced, and (vi) H. Mark Crosswell, an individual, as the president of CCM (the persons mentioned in (i) (ii), (iii), (iv), (v) and (vi) above are referred to as the “Reporting Persons”).

All shares of Common Stock reported in this Schedule 13G are held by the Funds. CrossCap Energy may direct the vote and disposition of the 1,127,980 shares of Common Stock that it holds directly. CrossCap General Partners serves as the general partner CrossCap Energy and may direct the vote and disposition of the 1,127,980 shares of Common Stock held by CrossCap Energy. CrossCap Energy QP may direct the vote and disposition of the 2,573,020 shares of Common Stock that it holds directly. CrossCap Enhanced serves as the general partner CrossCap Energy QP and may direct the vote and disposition of the 2,573,020 shares of Common Stock held by CrossCap Energy QP. As the general partner of CrossCap General Partners and CrossCap Enhanced, CCM may direct the vote and disposition of 3,701,000 shares of Common Stock held by the Funds. As the president of CCM, Mr. Crosswell may direct the vote and disposition of the 3,701,000 shares of Common Stock held by the Funds.

 

Item 1(a) Name of Issuer.

GeoMet, Inc.

 

Item 1(b) Address of Issuer’s Principal Executive Offices.

909 Fannin, Suite 1850

Houston, Texas 77010

 

Item 2(a) Name of Person Filing.

CrossCap Energy SSF, L.P. (“CrossCap Energy”), CrossCap General Partners, L.P. (“CrossCap General Partners”), CrossCap Energy QP SSF, L.P. (“CrossCap Energy QP” and, together with CrossCap Energy, the “Funds”), CrossCap Enhanced GP, L.P. (“CrossCap Enhanced”), CrossCap Management, Inc. (“CCM”) and H. Mark Crosswell.

 

Item 2(b) Address of Principal Business Office, or, if none, Residence.

5851 San Felipe, Suite 230

Houston, Texas 77057

 

8


Item 2(c) Citizenship or Place of Organization.

Each of CrossCap Energy, CrossCap General Partners, CrossCap Energy QP and CrossCap Enhanced is a limited partnership organized under the laws of the State of Texas. CCM is a corporation organized under the laws of the State of Texas. Mr. Crosswell is the president of CCM and is a United States citizen.

 

Item 2(d) Title of Class of Securities.

Common stock, par value $0.001 per share (the “Common Stock”).

 

Item 2(e) CUSIP Number.

37250U201

 

Item 3 Reporting Person.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:

 

(a)

  

¨

  

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

  

¨  

  

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

  

¨

  

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

  

¨

  

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

  

¨

  

An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).

(f)

  

¨

  

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

(g)

  

¨

  

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

(h)

  

¨

  

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

(i)

  

¨

  

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 (15 U.S.C. 80a-3).

(j)

  

¨

  

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

9


Item 4 Ownership.

 

  (a) CrossCap Energy is the beneficial owner of 1,127,980 shares of Common Stock that it holds directly. CrossCap Energy QP is the beneficial owner of 2,573,020 shares of Common Stock that it holds directly.

CrossCap General Partners is the beneficial owner of 1,127,980 shares of Common Stock held by CrossCap Energy. CrossCap Enhanced is the beneficial owner of 2,573,020 shares of Common Stock held by CrossCap Energy QP.

CCM and Mr. Crosswell are the beneficial owners of 3,701,000 shares of Common Stock held by the Funds.

 

  (b) CrossCap Energy is the beneficial owner of approximately 2.8% of the outstanding shares of Common Stock. CrossCap Energy QP is the beneficial owner of approximately 6.4% of the outstanding shares of Common Stock.

CrossCap General Partners is the beneficial owner of approximately 2.8% of the outstanding shares of Common Stock. CrossCap Enhanced is the beneficial owner of approximately 6.4% of the outstanding shares of Common Stock.

CCM and Mr. Crosswell are the beneficial owners of approximately 9.1% of the outstanding Common Stock.

These percentages are determined by dividing the number of shares of Common Stock beneficially owned by each of the Reporting Persons by 40,515,020, the number of shares of Common Stock issued and outstanding as of August 1, 2014, as reported in the Issuer’s most recent Form 10-Q filed on August 14, 2014.

 

  (c) CrossCap Energy may direct the vote and disposition of the 1,127,980 shares of Common Stock that it holds directly. CrossCap Energy QP may direct the vote and disposition of the 2,573,020 shares of Common Stock that it holds directly.

CrossCap General Partners, as the general partner of CrossCap Energy, may direct the vote and disposition of the 1,127,980 shares of Common Stock held by CrossCap Energy. CrossCap Enhanced, as the general partner of CrossCap Energy QP, may direct the vote and disposition of the 2,573,020 shares of Common Stock held by CrossCap Energy QP.

CCM, as the general partner of CrossCap General Partners and CrossCap Enhanced, may direct the vote and disposition the 3,701,000 shares of Common Stock held by the Funds. As the president of CCM, Mr. Crosswell may direct the vote and disposition of the 3,701,000 shares of Common Stock held by the Funds.

 

10


Item 5 Ownership of Five Percent or Less of a Class.

Inapplicable.

 

Item 6 Ownership of More Than Five Percent on Behalf of Another Person.

Inapplicable.

 

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company.

Inapplicable.

 

Item 8 Identification and Classification of Members of the Group.

Inapplicable.

 

Item 9 Notice of Dissolution of Group.

Inapplicable.

 

Item 10 Certification.

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

Exhibits Exhibit 99.1

Joint Filing Agreement dated October 7, 2014, by and among CrossCap Energy, CrossCap General Partners, CrossCap Energy QP, CrossCap Enhanced, CCM and Mr. Crosswell.

 

11


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.

Date: October 7, 2014

 

  CROSSCAP ENERGY SSF, L.P.
  By:   CrossCap General Partners, L.P., its general partner
    By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President
  CROSSCAP ENERGY QP SSF, L.P.
  By: CrossCap Enhanced GP, L.P., its general partner
    By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President
  CROSSCAP GENERAL PARTNERS, L.P.
    By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

        H. Mark Crosswell
        President

 

12


  CROSSCAP ENHANCED GP, L.P.
  By:   CrossCap Management, Inc., its general partner
    By:  

/s/ H. Mark Crosswell

      H. Mark Crosswell
      President
  CROSSCAP MANAGEMENT, INC.
  By:  

/s/ H. Mark Crosswell

    H. Mark Crosswell
    President
 

/s/ H. Mark Crosswell

  H. Mark Crosswell

 

13

EX-99.1 2 d800852dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common stock, par value $0.001 per share, of GeoMet, Inc., a Delaware corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of October 7, 2014.

 

  CROSSCAP ENERGY SSF, L.P.
  By:   CrossCap General Partners, L.P., its general partner
    By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President
  CROSSCAP ENERGY QP SSF, L.P.
  By:   CrossCap Enhanced GP, L.P., its general partner
    By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President

 

1


  CROSSCAP GENERAL PARTNERS, L.P.
  By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President
  CROSSCAP ENHANCED GP, L.P.
  By:   CrossCap Management, Inc., its general partner
      By:  

/s/ H. Mark Crosswell

          H. Mark Crosswell
          President
  CROSSCAP MANAGEMENT, INC.
      By:  

/s/ H. Mark Crosswell

        H. Mark Crosswell
        President
     

/s/ H. Mark Crosswell

      H. Mark Crosswell

 

2