0001225208-20-009807.txt : 20200717
0001225208-20-009807.hdr.sgml : 20200717
20200717110101
ACCESSION NUMBER: 0001225208-20-009807
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 3
CONFORMED PERIOD OF REPORT: 20200715
FILED AS OF DATE: 20200717
DATE AS OF CHANGE: 20200717
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: 201033062
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
2020-07-15
0000943861
GOODRICH PETROLEUM CORP
GDPM
0000038777
FRANKLIN RESOURCES INC
ONE FRANKLIN PARKWAY
SAN MATEO
CA
94403-1906
1
Common Stock
2281700.0000
I
See Footnote
Convertible Notes
21.3300
2020-07-15
4
J
0
21326.0000
A
2019-05-31
2021-05-31
Common Stock
21326.0000
653210.0000
I
See Footnote
The Reporting Persons acquired the additional 2021 Convertible Notes from a quarterly payment in kind interest distribution.
See Exhibits 99-1 and 99-2 for text of footnote, which Exhibits are incorporated by reference herein.
ex99-1.txt, ex99-2.txt
Virginia E. Rosas, Assistant Secretary of Franklin Resources, Inc.
2020-07-17
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 (the "2019 Convertible Notes") to certain of its creditors and
participants in the reorganization, including investment advisory clients
("Clients") of Franklin Advisers, Inc. ("FAV"). The Issuer redeemed the 2019
Convertible Notes on May 29, 2019. On May 31, 2019, the Issuer issued to the
Clients 13.50% Convertible Second Lien Senior Secured Notes due 2021 (the "2021
Convertible Notes" and together with the Common Stock, the "Securities"), with
the same conversion price as the 2019 Convertible Notes. One FAV Client has
interests exceeding 10% in the Issuer's Common Stock, including Common Stock
issuable on conversion of the 2021 Convertible Notes:
Franklin High Income Fund, a series of Franklin High Income Trust, an investment
company registered under the Investment Company Act of 1940, has an interest
in 2,190,878 shares of such Common Stock, including 625,993 shares issuable on
conversion of the 2021 Convertible Notes.
FAV is a wholly-owned subsidiary of Franklin Resources, Inc. ("FRI"). FAV may
be deemed to beneficially own the Securities 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 being 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, and Benefit Street Partners LLC ("BSP"), a direct wholly
owned Investment Management Subsidiary, are exercised independently from FRI and
from all other Investment Management Subsidiaries (FRI, its affiliates and the
Investment Management Subsidiaries other than FMA and BSP are collectively,
"FRI affiliates"). Furthermore, internal policies and procedures of FMA, BSP
and FRI establish informational barriers that prevent the flow among FMA, BSP
and the FRI affiliates of information that relates to the voting and investment
powers over the securities owned by their respective management clients.
Consequently, FMA and BSP report the securities over which they hold investment
and voting power separately from the FRI affiliates for purposes of Section 13
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 Securities. 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
Securities.
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 Securities
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
One Franklin Parkway
San Mateo, CA 94403-1906
Rupert H. Johnson, Jr.
Franklin Templeton
One Franklin Parkway
San Mateo, CA 94403-1906
Franklin Advisers, Inc.
One Franklin Parkway
San Mateo, CA 94403-1906
By: /s/Virginia E. Rosas
Assistant 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.
By: /s/Lori A. Weber
Vice President and Co-Secretary
Franklin High Income Trust on behalf of Franklin High Income Fund