0001181431-12-066976.txt : 20121226
0001181431-12-066976.hdr.sgml : 20121224
20121226063536
ACCESSION NUMBER: 0001181431-12-066976
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20121220
FILED AS OF DATE: 20121226
DATE AS OF CHANGE: 20121226
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: DUNE ENERGY INC
CENTRAL INDEX KEY: 0001092839
STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389]
IRS NUMBER: 954737507
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: TWO SHELL PLAZA
STREET 2: 777 WALKER STREET SUITE 2300
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 7132296300
MAIL ADDRESS:
STREET 1: TWO SHELL PLAZA
STREET 2: 777 WALKER STREET SUITE 2300
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: IP FACTORY INC
DATE OF NAME CHANGE: 19990809
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Capital Management, LLC
CENTRAL INDEX KEY: 0001427430
STATE OF INCORPORATION: DE
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283700
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: (212) 905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blue Mountain Credit Alternatives Master Fund L.P.
CENTRAL INDEX KEY: 0001540860
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283699
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Blue Mountain CA Master Fund GP, Ltd.
CENTRAL INDEX KEY: 0001540861
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283698
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Distressed Master Fund L.P.
CENTRAL INDEX KEY: 0001540862
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283694
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Strategic Credit GP, LLC
CENTRAL INDEX KEY: 0001540952
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283691
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Long/Short Credit Master Fund L.P.
CENTRAL INDEX KEY: 0001541087
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283697
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Long/Short Credit GP, LLC
CENTRAL INDEX KEY: 0001541088
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283696
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Timberline Ltd.
CENTRAL INDEX KEY: 0001541089
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283695
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Distressed GP, LLC
CENTRAL INDEX KEY: 0001541090
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283693
BUSINESS ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BlueMountain Strategic Credit Master Fund L.P.
CENTRAL INDEX KEY: 0001541091
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27897
FILM NUMBER: 121283692
BUSINESS ADDRESS:
STREET 1: C/O MAPLES CORPORATE SERVICES LIMITED
STREET 2: UGLAND HOUSE, PO BOX 309
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 212-905-3900
MAIL ADDRESS:
STREET 1: C/O BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC
STREET 2: 280 PARK AVENUE, 5TH FLOOR EAST
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
rrd364775.xml
FORM 4
X0306
4
2012-12-20
0
0001092839
DUNE ENERGY INC
DUNR
0001427430
BlueMountain Capital Management, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001540860
Blue Mountain Credit Alternatives Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001540861
Blue Mountain CA Master Fund GP, Ltd.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001541087
BlueMountain Long/Short Credit Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001541088
BlueMountain Long/Short Credit GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001541089
BlueMountain Timberline Ltd.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001540862
BlueMountain Distressed Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001541090
BlueMountain Distressed GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001541091
BlueMountain Strategic Credit Master Fund L.P.
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
0001540952
BlueMountain Strategic Credit GP, LLC
280 PARK AVENUE
5TH FLOOR EAST
NEW YORK
NY
10017
0
0
1
0
Common Stock
2012-12-20
4
P
0
4127054
1.60
A
12337048
I
See explanations and responses
Common Stock
2012-12-20
4
P
0
822314
1.60
A
2458152
D
Common Stock
2012-12-20
4
P
0
953573
1.60
A
2850528
D
Common Stock
2012-12-20
4
P
0
930563
1.60
A
2781742
D
Common Stock
2012-12-20
4
P
0
841390
1.60
A
2515176
D
Common Stock
2012-12-20
4
P
0
126985
1.60
A
379597
D
Call Option (obligation to buy)
1.60
2012-12-20
4
P
0
2751369
A
Common Stock
2751369
15088417
I
See explanations and responses
The filing of this Form 4 shall not be construed as an admission that BlueMountain Capital Management, LLC ("BMCM"), GP Holdings (as defined in footnote 6 below) or any of the General Partners (as defined in Footnote 4 below) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.001 per share (the "Common Stock") of Dune Energy Inc. (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, BMCM, GP Holdings and the General Partners disclaim such beneficial ownership, except to the extent of their pecuniary interest
BMCM is the investment manager of each of (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which directly owns 2,850,528 shares of Common Stock (the "BMCA Shares"), (ii) BlueMountain Long/Short Credit Master Fund L.P. ("Long/Short Credit") which directly owns 2,781,742 shares of Common Stock (the "Long/Short Credit Shares"), (iii) BlueMountain Distressed Master Fund L.P. ("Distressed"), which directly owns 2,458,152 shares of Common Stock (the "Distressed Shares"), (iv) BlueMountain Strategic Credit Master Fund L.P. ("Strategic Credit"), which directly owns 379,597 shares of Common Stock (the "Strategic Credit Shares"), (cont'd in Footnote 3)
(v) BlueMountain Timberline Ltd. ("Timberline"), which directly owns 2,515,176 shares of Common Stock (the "Timberline Shares"); (vi) Humphreys Peak, LLC ("Humphreys"), which no longer directly owns any shares of Common Stock (the "Humphreys Shares"); (vii) BlueMountain Long/Short Credit & Distressed Reflection Fund, a sub fund of AAI BlueMountain Fund PLC ("AAI") which directly owns 199,106 shares of Common Stock (the "AAI Shares"), (viii) BlueMountain Kicking Horse Fund L.P. ("Kicking Horse") which directly owns 7,109 shares of Common Stock (the "Kicking Horse Shares") and BlueMountain Credit Opportunties Master Fund I, L.P. ("COF") which directly owns 1,145,638 shares of Common Stock (the "COF Shares"). The shareholding information set forth in Footnote 2 and this Footnote 3 is as of 12/21/2012.
BMCM, although it directs the voting and disposition of the shares held by the BlueMountain Funds, only receives an asset-based fee relating to such shares of Common Stock
(i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the BMCA Shares owned by BMCA; (ii) BlueMountain Long/Short Credit GP, LLC ("Long/Short Credit GP") is the general partner of Long/Short Credit and has an indirect profits interest in the Long/Short Credit Shares owned by Long/Short Credit; (iii) BlueMountain Distressed GP, LLC ("Distressed GP") is the general partner of Distressed and has an indirect profits interest in the Distressed Shares owned by Distressed; (iv) BlueMountain Strategic Credit GP, LLC ("Strategic Credit GP") is the general partner of Strategic Credit and has an indirect profits interest in the Strategic Credit Shares owned by Strategic Credit (cont'd in Footnote 6)
(vii) BlueMountain Kicking Horse Fund GP, LLC ("Kicking Horse GP") is the general partner of Kicking Horse and has an indirect profits interest in the Kicking Horse Shares owned by Kicking Horse and (viii) BlueMountain Credit Opportunities GP I, LLC ("COF GP", and together with BMCA GP, Long/Short Credit GP, Distressed GP and Strategic Credit GP, the "General Partners") is the general partner of COF and has an indirect profits interest in the shares of Common Stock owned by BlueMountain Credit Opportunities Master Fund I, L.P. ("COF" and together with BMCA, Long/Short Credit, Distressed, Strategic Credit, Timberline, AAI and Kicking Horse (the "BlueMountain Funds"))
BlueMountain GP Holdings, LLC ("GP Holdings") is the ultimate general partner of each of BMCA, Long/Short Credit, Distressed, Kicking Horse, COF and Strategic Credit (the "Partnerships") and is the special member of Humphreys and has an indirect profits interest in the Common Stock owned by each of the Partnerships and Humphreys
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 4 for BMCM, the General Partners and the BlueMountain Funds is being filed separately and simultaneously with this Form 4 due to the limitation of ten Reporting Persons per each filing.
On December 20, 2012, Distressed purchased 822,314 shares of Common Stock.
On December 20, 2012, BMCA purchased 953,573 shares of Common Stock.
On December 20, 2012, Long/Short Credit purchased 930,563 shares of Common Stock.
On December 20, 2012, Timberline purchased 841,390 shares of Common Stock.
On December 20, 2012, Strategic Credit purchased 126,985 shares of Common Stock.
The Reporting Persons are party to a stock purchase agreement dated December 20, 2012, pursuant to which (i) the Issuer may issue and sell on up to two occasions $2,201,095.50 worth of duly, authorized, validly issued, fully paid and non-assessable shares of Common Stock to the Reporting Persons, subject to certain conditions and (ii) the Reporting Persons, upon the occurrence of a triggering event, of the earlier to occur of either a change of control (as defined in the agreement) or December 13, 2013, have the right to purchase the remaining shares of Common Stock from the Issuer. As of this date, a triggering event has not occurred.
BlueMountain Capital Management, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
Blue Mountain Credit Alternatives Master Fund L.P. By: BlueMountain CA Master Fund GP, LTD. By: /s/ Andrew Feldstein, Director
2012-12-24
Blue Mountain CA Master Fund GP, Ltd. By: /s/ Andrew Feldstein, Director
2012-12-24
BlueMountain Long/Short Credit Master Fund L.P. By: BlueMountain Long/Short Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
BlueMountain Timberline Ltd. By: /s/ Andrew Feldstein, Director
2012-12-24
BlueMountain Distressed Master Fund L.P. By: BlueMountain Distressed GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
BlueMountain Strategic Credit Master Fund L.P. By: BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
BlueMountain Strategic Credit GP, LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24
BlueMountain Distressed GP LLC By: BlueMountain GP Holdings, LLC By: /s/ Paul Friedman, Chief Compliance Officer
2012-12-24