0001225208-17-018571.txt : 20171213 0001225208-17-018571.hdr.sgml : 20171213 20171213141120 ACCESSION NUMBER: 0001225208-17-018571 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20171211 FILED AS OF DATE: 20171213 DATE AS OF CHANGE: 20171213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRANKLIN RESOURCES INC CENTRAL INDEX KEY: 0000038777 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12719 FILM NUMBER: 171253540 BUSINESS ADDRESS: STREET 1: ONE FRANKLIN PARKWAY STREET 2: BUILDING 920 CITY: SAN MATEO STATE: CA ZIP: 94403 BUSINESS PHONE: 650-312-2000 MAIL ADDRESS: STREET 1: FRANKLIN RESOURCES INC STREET 2: ONE FRANKLIN PARKWAY CITY: SAN MATEO STATE: CA ZIP: 94403 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GOODRICH PETROLEUM CORP CENTRAL INDEX KEY: 0000943861 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760466193 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 801 LOUISIANA STREET 2: SUITE 700 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7137809494 MAIL ADDRESS: STREET 1: 801 LOUISIANA STREET 2: SUITE 700 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 doc4.xml X0306 4 2017-12-11 0000943861 GOODRICH PETROLEUM CORP GDPM 0000038777 FRANKLIN RESOURCES INC ONE FRANKLIN PARKWAY SAN MATEO CA 94403-1906 1 Common Stock 2017-12-11 4 S 0 8400.0000 10.4100 D 3843926.0000 I See Footnote See Exhibits 99-1 and 99-2 for text of footnote, which Exhibits are incorporated by reference herein. ex99-1.txt, ex99-2.txt Maria Gray, Vice President and Secretary of Franklin Resources, Inc. 2017-12-13 EX-99 2 ex99-1.txt Exhibit 99-1 Pursuant to a plan of reorganization, in October 2016 the Issuer issued shares of Common Stock, Warrants and 13.50% Second Lien Senior Secured Convertible Notes due 2019 ("Convertible Notes") to certain of its creditors and participants in the reorganization, including investment advisory clients ("Clients") of Franklin Advisers, Inc. ("FAV"). One FAV Client has interests exceeding 10%: Franklin Income Fund, a series of Franklin Custodian Funds, an investment company registered under the Investment Company Act of 1940, has an interest in 2,065,049 shares of such Common Stock. FAV is a wholly-owned subsidiary of Franklin Resources, Inc. ("FRI"). FAV may be deemed to beneficially own the Common Stock for purposes of Rule 13d-3, and accordingly for purposes of section 16(a), under the Securities Exchange Act of 1934, as amended (the "Act"), in its capacity as the investment adviser to the Clients pursuant to investment management contracts that grant investment and/or voting power to FAV. When an investment management contract (including a sub-advisory agreement) delegates to FAV investment discretion or voting power over the securities held in the investment advisory accounts that are subject to that agreement, FRI treats FAV as having sole investment discretion or voting authority, as the case may be, unless the agreement specifies otherwise. Beneficial ownership by FRI, FAV and their affiliates is reported in conformity with the guidelines articulated by the SEC staff in Release No. 34-39538 (January 12, 1998) relating to organizations, such as FRI, where related entities exercise voting and investment powers over the securities being reported independently from each other. The voting and investment powers held by Franklin Mutual Advisers, LLC ("FMA"), an indirect wholly owned investment management subsidiary of FRI, are exercised independently from FRI and from all other investment management subsidiaries of FRI (FRI, its affiliates and the investment management subsidiaries other than FMA are, collectively, FRI affiliates). Furthermore, internal policies and procedures of FMA and FRI establish informational barriers that prevent the flow between FMA and the FRI affiliates of information that relates to the voting and investment powers over the securities owned by their respective investment management clients. Consequently, FMA and the FRI affiliates report the securities over which they hold investment and voting power separately from each other for purposes of Sections 13 and 16 of the Act. Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal Shareholders") each own in excess of 10% of the outstanding common stock of FRI and are the principal stockholders of FRI. FRI and the Principal Shareholders may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owners of securities held by persons and entities for whom or for which FRI's subsidiaries provide investment management services. FRI, the Principal Shareholders and FAV disclaim any pecuniary interest in any of the Common Stock. In addition, the filing of this Form 4 on behalf of the Principal Shareholders, FRI and FAV should not be construed as an admission that any of them is, and each disclaims that it is, the beneficial owner, as defined in Rule 13d-3, of any of the Common Stock. FRI, the Principal Shareholders, and FAV believe that they are not a group within the meaning of Rule 13d-5 under the Act and that they are not otherwise required to attribute to each other the beneficial ownership of the Common Stock held by any of them or by any persons or entities for whom or for which FAV provides investment management services. EX-99 3 ex99-2.txt Exhibit 99-2 Names and Addresses of Additional Reporting Persons: Charles B. Johnson Franklin Templeton Investments One Franklin Parkway San Mateo, CA 94403-1906 Rupert H. Johnson, Jr. Franklin Templeton Investments One Franklin Parkway San Mateo, CA 94403-1906 Franklin Advisers, Inc. One Franklin Parkway San Mateo, CA 94403 1906 By: /s/Maria Gray Signature Maria Gray Vice President and Secretary of Franklin Resources, Inc. Attorney in Fact for Charles B. Johnson Attorney in Fact for Rupert H. Johnson, Jr. Secretary of Franklin Advisers, Inc. Franklin Custodian Funds on behalf of Franklin Income Fund By: /s/ Lori A. Weber Signature Lori A. Weber Vice President and Assistant Secretary of Franklin Custodian Funds