-----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, FojLjvlQemtb4kMqdIWKymo2gboXl7+eZpSpJg4Pwfj/6M0LyjuBA5+fb3bnG5wq yOMeKuJ7iLXP6XF+KGRO0A== 0000943861-00-000004.txt : 20000202 0000943861-00-000004.hdr.sgml : 20000202 ACCESSION NUMBER: 0000943861-00-000004 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000110 SUBJECT COMPANY: 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 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-44491 FILM NUMBER: 503838 BUSINESS ADDRESS: STREET 1: 815 WALKER STREET 2: SUITE 1040 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7137809494 MAIL ADDRESS: STREET 1: 815 WALKER STREET 2: SUITE 1040 CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GUPTA VINOD CENTRAL INDEX KEY: 0000903354 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: C/O AMERICAN BUSINESS INFORMATION STREET 2: 5711 S 86TH CIRCLE P O BOX 27347 CITY: OMAHA STATE: NE ZIP: 68127 BUSINESS PHONE: 4025968000 SC 13G 1 SCHEDULE 13 G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Goodrich Petroleum Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.20 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 382410 10 8 - -------------------------------------------------------------------------------- (CUSIP Number) September 27, 1999 - -------------------------------------------------------------------------------- (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) (x) Rule 13d-1(c) ( ) Rule 13d-1(d) * 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 the disclosures provided in a prior cover page. The information required in 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). 1 CUSIP No. 896106101 ----------- 1. Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Vinod Gupta 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ( ) (b) ( ) 3. SEC Use Only 4. Citizenship or Place of Organization United States of America Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power [ ] 6. Shared Voting Power [ ] 7. Sole Dispositive Power [ ] 8. Shared Dispositive Power [ ] 9. Aggregate Amount Beneficially Owned by Each Reporting Person 363,948 10. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ( ) 11. Percent of Class Represented by Amount in Row (11) 6.45 12. Type of Reporting Person (See Instructions) IV 2 SCHEDULE 13G This Schedule 13G is filed on behalf of Vinod Gupta Item 1. (a) Name of Issuer Goodrich Petroleum Corporation (b) Address of Issuer's Principal Executive Offices 815 Walker Street, Suite 1040 Houston, Texas 77002 Item 2. (a) Name of Person Filing Vinod Gupta (b) Address of Principal Business Office or, if none, Residence 5711 South 86th Circle Omaha, NE 68127 (c) Citizenship United States of America (d) Title of Class of Securities Common Stock, par value $.20 per share (e) CUSIP Number 382410 10 8 Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: N/A (a) ( ) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) ( ) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ( ) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ( ) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) ( ) An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E); (f) ( ) An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F); (g) ( ) A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G); 3 (h) ( ) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ( ) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) ( ) Group, in accordance with ss.240.13d-1(b)(1)(ii)(J). Item 4. Ownership. (a) Amount beneficially owned: 363,948* (b) Percent of class: 6.45 (c) Number of shares as to which each person has: (i) Sole power to vote or to direct the vote: [ ] (ii) Shared power to vote or to direct the vote: [ ] (iii) Sole power to dispose or to direct the disposition of: [ ] (iv) Shared power to dispose or to direct the disposition of: [ ] *Includes 78,000 shares, 129,948 shares, 103,974 and 52,026 shares issuable upon conversion to an aggregate of 363,948 shares of Common Stock issued to Vinod Gupta Charitable Remainder Trust, Vinod Gupta, Trustee; Gupta and Sons, LP; Vinod Gupta Revocable Trust UAD 8-28-92, Vinod Gupta Trustee; and Everest Venture Partners, LLP, respectively. Such 363,948 shares of Common Stock includes: (i) 139,980 shares of Common Stock issuable upon conversion of $560,400 of Convertible Notes issued by Goodrich Petroleum Company LLC; (ii) 69,990 shares of Common Stock issuable upon conversion of $140,100 of Preferred Units issued by Goodrich Petroleum Company, LLC; (iii) 13,998 shares of Common Stock issuable upon exercise of 13,998 Warrants issued in connection with the purchase of the Preferred Units; (iv) 139,980 shares of Common Stock issuable upon exercise of 139,980 Warrants issued in connection with the purchase of the Convertible Notes. Such 363,948 shares of Common Stock do not include the following shares held in irrevocable trusts for Mr Gupta's children for which Mr Gupta is not Trustee and as to all of which Mr. Gupta disclaims beneficial ownership: (i) 60,030 shares of Common Stock issuable upon conversion of $240,000 of Convertible Notes issued by Goodrich Petroleum Company LLC; (ii) 30,015 shares of Common Stock issuable upon conversion of $60,000 of Preferred Units issued by Goodrich Petroleum Company, LLC; (iii) 6,003 shares of Common Stock issuable upon exercise of 6,003 Warrants issued in connection with the purchase of the Preferred Units; and (iv) 60,030 shares of Common Stock issuable upon exercise of 60,030 Warrants issued in connection with the purchase of the Convertible Notes. Item 5. Ownership of Five Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. 4 Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my 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. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Vinod Gupta Date: November 11, 1999 By: /s/ Vinod Gupta ------------------ ---------------------------- Name: Vinod Gupta 5 -----END PRIVACY-ENHANCED MESSAGE-----