0001193125-14-445376.txt : 20141217 0001193125-14-445376.hdr.sgml : 20141217 20141217161534 ACCESSION NUMBER: 0001193125-14-445376 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20141217 DATE AS OF CHANGE: 20141217 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WARREN RESOURCES INC CENTRAL INDEX KEY: 0000892986 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 113024080 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78066 FILM NUMBER: 141292674 BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2126979660 MAIL ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Citrus Energy Corp CENTRAL INDEX KEY: 0001617546 IRS NUMBER: 680194590 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 333 PERRY STREET STREET 2: SUITE 250 CITY: CASTLE ROCK STATE: CO ZIP: 80104 BUSINESS PHONE: (303) 688-3130 MAIL ADDRESS: STREET 1: 333 PERRY STREET STREET 2: SUITE 250 CITY: CASTLE ROCK STATE: CO ZIP: 80104 SC 13D/A 1 d838911dsc13da.htm SC 13D/A SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

Warren Resources, Inc.

(Name of Issuer)

Common Stock, par value $0.0001

(Title of Class of Securities)

93564A100

(CUSIP Number)

Lance Peterson

333 Perry Street

Suite 250

Castle Rock, Colorado 80104 (303) 688-3130

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 4, 2014

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

 

 

CUSIP No. 93564A100   Page 2 of 5

 

  (1)   

Name of Reporting Person

 

Citrus Energy Corporation

  (2)  

Check the appropriate box if a member of a group*

(a):  ¨        (b):  ¨

 

   

SEC use only

 

  (4)  

Source of Funds

 

OO, AF

  (5)  

Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)

 

¨

  (6)  

Citizenship or Place of Organization

 

Colorado

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person With

 

      (7)    

Sole Voting Power:

 

- 0 -

     (8)   

Shared Voting Power:

 

- 0 -

     (9)   

Sole Dispositive Power:

 

- 0 -

   (10)   

Shared Dispositive Power:

 

- 0 -

(11)  

Aggregate Amount Beneficially Owned By Each Reporting Person

 

- 0 -

(12)  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

- 0 -

(13)  

Percent of Class Represented by Amount in Row (11)

 

- 0% -

(14)  

Type of Reporting Person

 

CO

 

CUSIP No. 93564A100   Page 3 of 5

SCHEDULE 13D

This Amendment No. 1 (the “Amendment”) amends and supplements the Schedule 13D filed on August 21, 2014 (the “Original Schedule 13D”) by CEC with respect to the common stock of Warren. Capitalized terms used in this Amendment and not otherwise defined shall have the same meanings ascribed to them in the Original Schedule 13D.

 

Item 4. Purpose of Transaction

This Amendment amends and supplements Item 4 of the Original Schedule 13D by amending and restating paragraph (a) in its entirety as set forth below:

“On December 4, 2014, CEC made a pro rata distribution of the Shares to its stockholders (the “Distribution”).”

 

Item 5. Interest in Securities of the Issuer.

This Amendment amends and supplements Item 5 of the Original Schedule 13D by amending and restating paragraphs (a) – (b) in their entirety as set forth below:

“(a) – (b) As a result of the Distribution, CEC no longer beneficially owns any common stock of Warren.”

 

CUSIP No. 93564A100   Page 4 of 5

SIGNATURES

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Date: December 16, 2014     CITRUS ENERGY CORPORATION
    By:   /s/ Lance Peterson
    Name:   Lance Peterson
    Title:   CEO and President

 

CUSIP No. 93564A100   Page 5 of 5

EXHIBIT INDEX

 

Exhibit A    Registration Rights Agreement, dated as of August 11, 2014, between Warren Resources, Inc. and Citrus Energy Corporation (attached as Exhibit 4.1 to Warren’s Current Report on Form 8-K (File No. 000-33275) filed with the Commission on August 12, 2014 and incorporated herein by reference).
Exhibit B    Purchase and Sale Agreement, dated as of July 6, 2014, by and among Citrus Energy Appalachia, LLC, TLK Partners, LLC and Troy Energy Investments, LLC, as Seller, and Warren Resources, Inc., as Buyer, and joined in for certain limited purposes by Citrus Energy Corporation (attached as Exhibit 2.1 to Warren’s Current Report on Form 8-K (File No. 000-33275) filed with the Commission on August 12, 2014 and incorporated herein by reference).
Exhibit C    Amendment to Purchase and Sale Agreement, dated as of August 11, 2014, by and among Citrus Energy Appalachia, LLC, TLK Partners, LLC and Troy Energy Investments, LLC, as Seller, and Warren Resources, Inc., as Buyer, and joined in for certain limited purposes by Citrus Energy Corporation (attached as Exhibit 2.2 to Warren’s Current Report on Form 8-K (File No. 000-33275) filed with the Commission on August 12, 2014 and incorporated herein by reference).