0001144204-18-058038.txt : 20181107 0001144204-18-058038.hdr.sgml : 20181107 20181107171907 ACCESSION NUMBER: 0001144204-18-058038 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181107 FILED AS OF DATE: 20181107 DATE AS OF CHANGE: 20181107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JVL Advisors, L.L.C. CENTRAL INDEX KEY: 0001571902 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32720 FILM NUMBER: 181167405 BUSINESS ADDRESS: STREET 1: 10,000 MEMORIAL DRIVE STREET 2: SUITE 550 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 713-579-2621 MAIL ADDRESS: STREET 1: 10,000 MEMORIAL DRIVE STREET 2: SUITE 550 CITY: HOUSTON STATE: TX ZIP: 77024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ROAN RESOURCES, INC. CENTRAL INDEX KEY: 0001326428 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 831984112 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14701 HERTZ QUAIL SPRINGS PKWY CITY: OKLAHOMA CITY STATE: OK ZIP: 73134 BUSINESS PHONE: 405-896-8050 MAIL ADDRESS: STREET 1: 14701 HERTZ QUAIL SPRINGS PKWY CITY: OKLAHOMA CITY STATE: OK ZIP: 73134 FORMER COMPANY: FORMER CONFORMED NAME: LINN ENERGY, INC. DATE OF NAME CHANGE: 20170228 FORMER COMPANY: FORMER CONFORMED NAME: LINN ENERGY, LLC DATE OF NAME CHANGE: 20060817 FORMER COMPANY: FORMER CONFORMED NAME: Linn Energy, LLC DATE OF NAME CHANGE: 20050506 3 1 tv506606_3.xml OWNERSHIP DOCUMENT X0206 3 2018-11-07 0 0001326428 ROAN RESOURCES, INC. ROAN 0001571902 JVL Advisors, L.L.C. 10000 MEMORIAL DRIVE SUITE 550 HOUSTON TX 77024 0 0 1 0 Class A Common Stock 77604936 I See Footnote The Reporting Person, indirectly through its investment management arrangements with Asklepios Energy Fund, LP, Hephaestus Energy Fund, LP, Luxiver WI, LP, LVPU, LP, Midenergy Partners II, LP, Navitas Fund, LP, Blackbird 1846 Energy Fund, LP, Children's Energy Fund, LP, SPQR Energy, LP and Panakeia Energy Fund, LP, beneficially owns an approximate 73.61% interest in Roan Holdings, LLC ("Roan Holdings") and has the contractual right to nominate a majority of the members of the board of managers of Roan Holdings, which board of managers exercises voting and dispositive power over all securities held by Roan Holdings. The board of managers of Roan Holdings consists of four managers, of which the Reporting Person has nominated three. Roan Holdings holds 76,269,766 shares of Class A Common Stock of the Issuer. The Reporting Person may be deemed to share dispositive power over the securities held by Roan Holdings; thus, it may also be deemed to be the beneficial owner of such securities. The Reporting Person disclaims any beneficial ownership of the reported securities owned by Roan Holdings in excess of the Reporting Person's pecuniary interest in such securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for Section 16 or any other purpose. The Reporting Person is the ultimate controlling entity of each of Navitas Fund, LP, Luxiver, LP, Hephaestus Energy Fund, LP, Children's Energy Fund, LP, LVPU, LP, Asklepios Energy Fund, LP, Panakeia Energy Fund, LP and Blackbird 1846 Energy Fund, LP (collectively, the "Partnerships"). The Partnerships collectively hold 1,335,170 shares of Class A Common Stock of the Issuer. Because of its control over, and investment management relationship with, the Partnerships, the Reporting Person may be deemed to have voting and dispositive power over the securities owned by the Partnerships; thus, the Reporting Person may also be deemed to be the beneficial owner of such securities. The Reporting Person and each Partnership disclaims any beneficial ownership of the reported securities owned by the Partnerships in excess of Reporting Person or such Partnership's pecuniary interest in such securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for Section 16 or any other purpose. This Form 3 is being filed in connection with the registration of the Issuer's Class A Common Stock under Section 12 of the Securities Act of 1933, as amended, and listing on the New York Stock Exchange under the trading symbol "ROAN". /s/ John Lovoi, Manager 2018-11-07