-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KWu5QHBOSgM1bZDVv0c5lw4oDBON6J8nUi8gaE+8RGSyjxDz9/9REAO/lkZnyZPI O1aa0pj+h0m/xYbwIAq0ew== 0001144204-06-029523.txt : 20060724 0001144204-06-029523.hdr.sgml : 20060724 20060724180954 ACCESSION NUMBER: 0001144204-06-029523 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060712 FILED AS OF DATE: 20060724 DATE AS OF CHANGE: 20060724 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KCS ENERGY INC CENTRAL INDEX KEY: 0000832820 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 222889587 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5555 SAN FELIPE ROAD CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 9086321770 FORMER COMPANY: FORMER CONFORMED NAME: KCS GROUP INC DATE OF NAME CHANGE: 19920310 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RAYNOLDS ROBERT G CENTRAL INDEX KEY: 0001211447 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13781 FILM NUMBER: 06977356 MAIL ADDRESS: STREET 1: C/O KCS ENERGY INC STREET 2: 5555 SAN FELLIPE STE.1200 CITY: HOUSTON STATE: TX ZIP: 77056 4 1 v048012_ex.xml X0202 4 2006-07-12 1 0000832820 KCS ENERGY INC KCS 0001211447 RAYNOLDS ROBERT G C/O KCS ENERGY INC 5555 SAN FELLIPE STE.1200 HOUSTON TX 77056 1 0 0 0 KCS Energy, Inc. Common Stock 2006-07-12 4 D 0 42051 D 0 D KCS Energy, Inc. Common Stock 2006-07-12 4 D 0 483244 D 0 I By Family Trust KCS Energy, Inc. Common Stock 2006-07-12 4 D 0 6824 D 0 I See Note Stock Option (right to buy) 9.61 2006-07-12 4 D 0 1000 D 2001-05-24 2011-05-24 Common Stock 1000 0 D Stock Option (right to buy) 2.95 2006-07-12 4 D 0 1000 D 2002-05-23 2012-05-23 Common Stock 1000 0 D Stock Option (right to buy) 4.49 2006-07-12 4 D 0 1000 D 2003-05-27 2013-05-24 Common Stock 1000 0 D Stock Option (right to buy) 12.41 2006-07-12 4 D 0 1000 D 2004-05-27 2014-05-27 Common Stock 1000 0 D Stock Option (right to buy) 15.82 2006-07-12 4 D 0 9000 D 2015-06-15 Common Stock 9000 0 D Each share of common stock of the Issuer reported in this line item was disposed of pursuant to the Agreement and Plan of Merger, dated April 20, 2006 (the "Merger Agreement"), by and among KCS Energy, Inc. (the "Issuer"), Petrohawk Energy Corporation ("Petrohawk") and Hawk Nest Corporation, as amended, in exchange for 1.65 shares of Petrohawk common stock plus $9 in cash at the effective time of the merger (the "Effective Time"). Petrohawk common stock had a market value of $12.36 per share at the close of the markets on the day of the Effective Time. The reporting person is one of four co-trustees of the trust and holds a remainder interest therein. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Represents shares held in trust for the reporting person's children. The reporting person disclaims beneficial ownership of the reported securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $4.06 per share. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $1.25 per share. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $1.90 per share. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this options was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $5.24 per share. One-third of this option vests on the anniversary date of grant (6/15/05) in 2006, 2007 and 2008. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 21,335 shares of Petrohawk common stock at an exercise price of $6.68 per share. /s/ Frederick Dwyer, By Power of Attorney 2006-07-24 -----END PRIVACY-ENHANCED MESSAGE-----