0000921895-20-002817.txt : 20201106 0000921895-20-002817.hdr.sgml : 20201106 20201106160701 ACCESSION NUMBER: 0000921895-20-002817 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20201106 DATE AS OF CHANGE: 20201106 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: California Resources Corp CENTRAL INDEX KEY: 0001609253 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 465670947 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88547 FILM NUMBER: 201294448 BUSINESS ADDRESS: STREET 1: 27200 TOURNEY ROAD STREET 2: SUITE 200 CITY: SANTA CLARITA STATE: CA ZIP: 91355 BUSINESS PHONE: 8888484754 MAIL ADDRESS: STREET 1: 27200 TOURNEY ROAD STREET 2: SUITE 200 CITY: SANTA CLARITA STATE: CA ZIP: 91355 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JB Investors, LLC CENTRAL INDEX KEY: 0001831568 IRS NUMBER: 851263129 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O MCDONALD CARANO, LLP STREET 2: 100 WEST LIBERTY STREET, 10TH FLOOR CITY: RENO STATE: NV ZIP: 89501 BUSINESS PHONE: (503) 703-1137 MAIL ADDRESS: STREET 1: C/O MCDONALD CARANO, LLP STREET 2: 100 WEST LIBERTY STREET, 10TH FLOOR CITY: RENO STATE: NV ZIP: 89501 SC 13G 1 sc13g00322001_11062020.htm

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No.   )1

 

California Resources Corporation

 (Name of Issuer)

Common Stock, par value $0.01 per share

 (Title of Class of Securities)

13057Q305

 (CUSIP Number)

October 27, 2020

 (Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

   ☐  Rule 13d-1(b)

   ☒  Rule 13d-1(c)

   ☐  Rule 13d-1(d)

 

 

 

1              The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 13057Q305

 

  1   NAME OF REPORTING PERSON  
         
        JB Investors, LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Nevada  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         6,645,154 shares of Common Stock  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          6,645,154 shares of Common Stock  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        6,645,154 shares of Common Stock  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.98%  
  12   TYPE OF REPORTING PERSON  
         
        PN  

  

2

CUSIP No. 13057Q305

  1   NAME OF REPORTING PERSON  
         
        Solar Projects LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         6,645,154 shares of Common Stock  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          6,645,154 shares of Common Stock  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        6,645,154 shares of Common Stock  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.98%  
  12   TYPE OF REPORTING PERSON  
         
        PN  

  

3

CUSIP No. 13057Q305

 

  1   NAME OF REPORTING PERSON  
         
        Solar Trust No. 2  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         6,645,154 shares of Common Stock  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          6,645,154 shares of Common Stock  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        6,645,154 shares of Common Stock  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.98%  
  12   TYPE OF REPORTING PERSON  
         
        OO  

  

4

CUSIP No. 13057Q305

 

  1   NAME OF REPORTING PERSON  
         
        Daniel Scott Gimbel  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         6,645,154 shares of Common Stock  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          6,645,154 shares of Common Stock  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        6,645,154 shares of Common Stock  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.98%  
  12   TYPE OF REPORTING PERSON  
         
        IN  

  

5

CUSIP No. 13057Q305

Item 1(a).Name of Issuer:

California Resources Corporation, a Delaware corporation (the “Issuer”).

Item 1(b).Address of Issuer’s Principal Executive Offices:

27200 Tourney Road
Suite 200
Santa Clarita, California 91355

 

Item 2(a).Name of Person Filing
Item 2(b).Address of Principal Business Office or, if None, Residence
Item 2(c).Citizenship

JB Investors, LLC (“JB Investors”)

100 West Liberty Street, Tenth Floor

Reno, Nevada 89501

Citizenship: Nevada

 

Solar Projects LLC (“Solar Projects”)

c/o JB Investors, LLC

100 West Liberty Street, Tenth Floor

Reno, Nevada 89501

Citizenship: Delaware

 

Solar Trust No. 2 (“Solar Trust”)

c/o JB Investors, LLC

100 West Liberty Street, Tenth Floor

Reno, Nevada 89501

Citizenship: Delaware

 

Daniel Scott Gimbel

c/o JB Investors, LLC

100 West Liberty Street, Tenth Floor

Reno, Nevada 89501

Citizenship: USA

 

Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

6

CUSIP No. 13057Q305

Item 2(d).Title of Class of Securities:

Common Stock, par value $0.01 per share (the “Common Stock”).

Item 2(e).CUSIP Number:

13057Q305

Item 3.If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
    /x/ Not applicable.
       
  (a) / / Broker or dealer registered under Section 15 of the Exchange Act.
       
  (b) / / Bank as defined in Section 3(a)(6) of the Exchange Act.
       
  (c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act.
       
  (d) / / Investment company registered under Section 8 of the Investment Company Act.
       
  (e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
       
  (f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
       
  (g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
       
  (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
       
  (i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
       
  (j) / / A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J).  
       
  (k) / / Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
       
      If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____

 

 

7

CUSIP No. 13057Q305

Item 4.Ownership
(a)Amount beneficially owned:

As of the close of business on November 6, 2020, JB Investors beneficially owned 6,645,154 shares of Common Stock.

Solar Projects, as the controlling member of JB Investors, may be deemed to beneficially own the 6,645,154 shares of Common Stock beneficially owned by JB Investors.

Solar Trust, as the sole member of Solar Projects, may be deemed to beneficially own the 6,645,154 shares of Common Stock beneficially owned by JB Investors.

Mr. Gimbel, as the manager of JB Investors and the trustee of Solar Trust, may be deemed to beneficially own the 6,645,154 shares of Common Stock beneficially owned by JB Investors.

The foregoing should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of any shares of Common Stock owned by another Reporting Person. Each of Solar Projects, Solar Trust and Mr. Gimbel disclaims beneficial ownership of the shares of Common Stock beneficially owned by JB Investors. The filing of this statement shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities.

(b)Percent of class:

The following percentages are based on 83,319,721 shares of Common Stock outstanding as of October 27, 2020, as represented in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2020.

As of the close of business on November 6, 2020, JB Investors beneficially owned approximately 7.98% of the outstanding shares of Common Stock, and each of Solar Projects, Solar Trust and Mr. Gimbel may be deemed to beneficially own approximately 7.98% of the outstanding shares of Common Stock.

(c)Number of shares as to which such person has:
(i)Sole power to vote or to direct the vote

See Cover Pages Items 5-9.

(ii)Shared power to vote or to direct the vote

See Cover Pages Items 5-9.

8

CUSIP No. 13057Q305

(iii)Sole power to dispose or to direct the disposition of

See Cover Pages Items 5-9.

(iv)Shared power to dispose or to direct the disposition of

See Cover Pages Items 5-9.

Item 5.Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.Ownership of More than Five Percent on Behalf of Another Person.

Solar Projects, Solar Trust and Mr. Gimbel may be deemed to share voting and dispositive power over the shares of Common Stock beneficially owned by JB Investors.

Item 7.Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Not Applicable.

Item 8.Identification and Classification of Members of the Group.

See Exhibit 99.1.

Item 9.Notice of Dissolution of Group.

Not Applicable.

Item 10.Certifications.

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

9

CUSIP No. 13057Q305

SIGNATURE

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

Dated: November 6, 2020

  JB INVESTORS, LLC
   
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Manager
     
     
  SOLAR PROJECTS LLC
     
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Manager
     
  SOLAR TRUST NO. 2
     
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Trustee
     
 

/s/ Daniel Scott Gimbel

  DANIEL SCOTT GIMBEL
   

10

 

 EX-99.1 2 ex991to13g00322001_11062020.htm

Exhibit 99.1

Joint Filing Agreement

The undersigned hereby agree that the Statement on Schedule 13G dated November 6, 2020 with respect to the shares of Common Stock of California Resources Corporation, and any further amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.

Dated: November 6, 2020

  JB INVESTORS, LLC
   
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Manager
     
     
  SOLAR PROJECTS LLC
     
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Manager
     
  SOLAR TRUST NO. 2
     
  By:

/s/ Daniel Scott Gimbel

    Name: Daniel Scott Gimbel
    Title: Trustee
     
 

/s/ Daniel Scott Gimbel

  DANIEL SCOTT GIMBEL