X0306 5 2015-12-31 0 0 0 0001282648 HALCON RESOURCES CORP HK 0001283718 CANADA PENSION PLAN INVESTMENT BOARD ONE QUEEN STREET EAST, SUITE 2500 TORONTO A6 M5C 2W5 ONTARIO, CANADA 0 0 1 1 Director by Deputization 0001563369 CPP Investment Board PMI-2 Inc. ONE QUEEN STREET EAST, SUITE 2500 TORONTO A6 M5C 2W5 ONTARIO, CANADA 0 0 1 0 Common Stock 2015-06-01 5 J 0 497503 0.00 A 1351437 D Common Stock 8775513 I See Footnote Series A Convertible Preferred Stock Common Stock 1299545 40000 D On June 1, 2015, the Issuer paid a quarterly dividend on its 5.75% Series A Cumulative Perpetual Convertible Preferred Stock ("Convertible Preferred Stock") to holders of record on May 13, 2015. The dividend was paid in shares of common stock having a fair market value (as determined under the certificate of designation governing the Convertible Preferred Stock) equal to the aggregate dividend amount. Canada Pension Plan Investment Board ("CPPIB") received 497,503 shares of common stock pursuant to this dividend payment. Effective January 4, 2016, the common stock of the Issuer split 1-for-5, resulting in the reduction in the reporting persons' ownership of common stock by 5,405,749. Effective January 4, 2016, the common stock of the Issuer split 1-for-5, resulting in the reduction in the reporting persons' ownership of common stock by 35,102,053. On December 17, 2012, CPPIB filed a joint Form 3 regarding these shares with CPP Investment Board PMI-2 Inc. ("CPPIB PMI-2"). CPPIB PMI-2 directly owns these shares of common stock of the Issuer. CPPIB PMI-2 is a wholly owned subsidiary of CPPIB, thus CPPIB is an indirect beneficial owner of the securities. The Convertible Preferred Stock is convertible into common stock at any time at an initial rate of 162.4431 shares of common stock per share of Convertible Preferred Stock (which is equivalent to an initial conversion price of approximately $6.16 per share of Issuer common stock), subject to customary anti-dilution adjustments. The Convertible Preferred Stock has no expiration date. Effective January 4, 2016, the common stock of the Issuer split 1-for-5, resulting in the reduction in the reporting persons' ownership of common stock by 5,198,179. Exhibit List: Exhibit 24.1 - Power of Attorney (Canada Pension Plan Investment Board) (attached as Exhibit 24.2 to CPPIB's Form 3 (File No. 001-35467), filed with the Securities and Exchange Commission on December 17, 2012) Exhibit 24.2 - Power of Attorney (CPP Investment Board PMI-2 Inc.) (attached as Exhibit 24.1 to CPPIB's Form 3 (File No. 001-35467), filed with the Securities and Exchange Commission on December 17, 2012) /s/ Benjamin Barron, Canada Pension Plan Investment Board, by Benjamin Barron, as Attorney-in-Fact 2016-02-10 /s/ Benjamin Barron, CPP Investment Board PMI-2 Inc., by Benjamin Barron, as Attorney-in-Fact 2016-02-10