0001562762-18-000214.txt : 20180619 0001562762-18-000214.hdr.sgml : 20180619 20180619063720 ACCESSION NUMBER: 0001562762-18-000214 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20180619 DATE AS OF CHANGE: 20180619 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alta Mesa Resources, Inc. /DE CENTRAL INDEX KEY: 0001690769 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 814433840 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-223033 FILM NUMBER: 18906172 BUSINESS ADDRESS: STREET 1: 15021 KATY FREEWAY STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77094 BUSINESS PHONE: 281-530-0991 MAIL ADDRESS: STREET 1: 15021 KATY FREEWAY STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77094 FORMER COMPANY: FORMER CONFORMED NAME: Silver Run Acquisition Corp II DATE OF NAME CHANGE: 20161123 424B3 1 amr-20180619x10q.htm Prospectus Supplement No 4 - with 8-K

Filed pursuant to Rule 424(b)(3)

Registration Statement No. 333-223033

 

Prospectus Supplement No. 4

(To Prospectus dated April 27, 2018)

 

ALTA MESA RESOURCES, INC.

34,500,000 Shares of Class A Common Stock Issuable upon Exercise of

Outstanding Public Warrants

341,740,095 Shares of Class A Common Stock

 



This prospectus supplement updates, amends and supplements the prospectus dated April 27, 2018, as supplemented by Prospectus Supplement No. 1 dated May 3, 2018, Prospectus Supplement No. 2 dated May 22, 2018 and Prospectus Supplement No. 3 dated May 31, 2018 (collectively, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-223033). Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus.

 

This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with the information contained in our Current Report on Form 8-K filed with the SEC on June 19, 2018 which is set forth below.



This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.

 

The Class A Common Stock and Public Warrants are quoted on The NASDAQ Capital Market under the symbols “AMR” and “AMRWW,” respectively. On June 15, 2018, the closing prices of our Class A Common Stock and Public Warrants were $7.00 and $1.38, respectively.

 

INVESTING IN OUR SECURITIES INVOLVES CERTAIN RISKS. SEE “RISK FACTORS” ON PAGE 10 OF THE PROSPECTUS.

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

 

The date of this prospectus supplement is June 19, 2018

 





 

 

 



 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 18, 2018

 

 

Alta Mesa Resources, Inc.

(Exact name of registrant as specified in its charter)

 

 

 



 

 

 

 

Delaware

 

001-38040

 

81-4433840

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS. Employer

Identification No.)

15021 Katy Freeway, Suite 400

Houston, Texas 77094

(Address of principal executive offices, including zip code)

281-530-0991

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders. 



On June 18, 2018, Alta Mesa Resources, Inc. (“AMR”) held its Annual Meeting of Stockholders (the “2018 Annual Meeting”).  At the 2018 Annual Meeting the stockholders of the Company elected two Class I directors to the Board.  These directors will serve for a term of three years expiring at AMR’s Annual Meeting of Stockholders to be held in 2021 and until his or her successor is duly elected and qualified.



The voting results were as follows:

 

NOMINEE

FOR

WITHHOLD

Sylvia J. Kerrigan

369,724,376

544,518

Donald R. Sinclair

369,681,305

587,589



 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 



 

 

 

 

 

 



 

 

 

 

 

 



 

 

 

ALTA MESA RESOURCES, INC.



 

 

 

Date: June 19, 2018

 

 

 

 

 

 



 

 

 



 

 

 

By:

 

/s/ Michael A. McCabe



 

 

 

Name:

 

Michael A. McCabe



 

 

 

Title:

 

Chief Financial Officer