SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Centerbridge Credit Partners Master AIV IV, L.P.

(Last) (First) (Middle)
375 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Midstates Petroleum Company, Inc. [ MPO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/14/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 ("Common Stock") 03/14/2018 S 17,817 D $13.5 1,740,297 D(1)(3)(5)(6)(7)
Common Stock 03/14/2018 S 7,183 D $13.5 701,650 I See footnotes(2)(4)(5)(6)(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Centerbridge Credit Partners Master AIV IV, L.P.

(Last) (First) (Middle)
375 PARK AVENUE, 11TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Centerbridge Special Credit Partners II AIV III, L.P.

(Last) (First) (Middle)
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Centerbridge Credit Partners Offshore General Partner, L.P.

(Last) (First) (Middle)
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Centerbridge Credit Cayman GP, Ltd.

(Last) (First) (Middle)
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Centerbridge Special Credit Partners General Partner II, L.P.

(Last) (First) (Middle)
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
CSCP II Cayman GP Ltd.

(Last) (First) (Middle)
375 PARK AVE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Gallogly Mark T

(Last) (First) (Middle)
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aronson Jeffrey

(Last) (First) (Middle)
375 PARK AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10152

(City) (State) (Zip)
Explanation of Responses:
1. These shares of Common Stock are held by Centerbridge Credit Partners Master AIV IV, L.P. ("CCPM AIV").
2. These shares of Common Stock are held by Centerbridge Special Credit Partners II AIV III, L.P. ("Special Credit Partners II AIV" and together with CCPM AIV, the "Centerbridge Funds").
3. Centerbridge Credit Partners Offshore General Partner, L.P. ("Offshore GP") is the general partner of CCPM AIV, and, as such, it may be deemed to beneficially own the securities held by CCPM AIV. Centerbridge Credit Cayman GP Ltd. ("Credit GP ") is the general partner of Offshore GP, and, as such, it may be deemed to beneficially own the securities held by CCPM AIV.
4. Centerbridge Special Credit Partners General Partner II, L.P., ("CSCPGP II") is the general partner of Special Credit Partners II AIV and, as such, it may be deemed to beneficially own the securities held by Special Credit Partners II AIV. CSCP II Cayman GP Ltd. ("CSCP II Cayman Ltd.") is the general partner of CSCPGP II, and, as such, it may be deemed to beneficially own the securities held by Special Credit Partners II AIV.
5. Mark T. Gallogly and Jeffrey H. Aronson, indirectly, through various intermediate entities control each of the Centerbridge Funds, and, as such, Mark T. Gallogly and Jeffrey H. Aronson may be deemed to beneficially own the securities held by the Centerbridge Funds.
6. For purposes of this filing, "Reporting Persons" means, as applicable, CCPM AIV, Special Credit Partners II AIV, Offshore GP, Credit GP, CSCPGP II, CSCP II Cayman Ltd., Mr. Aronson, and Mr. Gallogly.
7. The filing of this statement by the Reporting Persons shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, such Reporting Persons are the beneficial owners of the securities reported herein and each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Act, except to the extent of such Reporting Person's pecuniary interest therein.
Centerbridge Credit Partners Master AIV IV, L.P., By: Centerbridge Credit Partners Offshore General Partner, L.P., its general partner, By: Centerbridge Credit Cayman GP Ltd., its general partner, By: /S/ Jeffrey H. Aronson, Authorized Signatory 03/16/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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