0000899140-19-000425.txt : 20190614 0000899140-19-000425.hdr.sgml : 20190614 20190614165133 ACCESSION NUMBER: 0000899140-19-000425 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190614 DATE AS OF CHANGE: 20190614 GROUP MEMBERS: LSP GENERATION IV, LLC GROUP MEMBERS: LSP INVESTMENT ADVISORS, LLC 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 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44491 FILM NUMBER: 19899483 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 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Gen IV Investment Opportunities, LLC CENTRAL INDEX KEY: 0001697367 IRS NUMBER: 472846732 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1700 BROADWAY STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 7328675858 MAIL ADDRESS: STREET 1: 1700 BROADWAY STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 g29463436a.htm SCHEDULE 13D (AMENDMENT NO. 1)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
 
GOODRICH PETROLEUM CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
382410843
(CUSIP Number)
Adam Turteltaub
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019
(212) 728-8000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 13, 2019
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. □
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
 
 
*
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 disclosures provided in a prior cover page.
The information required on 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).

 CUSIP No. 382410843
SCHEDULE 13D
Page 2 of 6 Pages

  1 
 
NAME OF REPORTING PERSONS
 
GEN IV INVESTMENT OPPORTUNITIES, LLC
 
  2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)  ☐        (b)  ☐
 
 
  3
 
SEC USE ONLY
 
 
  4
 
SOURCE OF FUNDS (see instructions)
 
WC
 
  5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
☐
 
  6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
 
  
  7 
  
SOLE VOTING POWER
 
0
 
  
  8
  
SHARED VOTING POWER
 
1,838,510
 
  
  9
  
SOLE DISPOSITIVE POWER
 
0
 
  
10
  
SHARED DISPOSITIVE POWER
 
1,838,510
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,838,510
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
 
☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
15.13% (1)
 
14
 
TYPE OF REPORTING PERSON (see instructions)
 
OO
 
(1)
Based on 12,152,318 shares of common stock of the Issuer outstanding as of May 13, 2019, based on information contained in the Issuer’s Form 10-Q for the quarter ended March 31, 2019, filed on May 14, 2019.

CUSIP No. 382410843
SCHEDULE 13D
Page 3 of 6 Pages

             
  1 
 
NAME OF REPORTING PERSONS
 
LSP GENERATION IV, LLC
 
  2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)  ☐        (b)  ☐
 
 
  3
 
SEC USE ONLY
 
 
  4
 
SOURCE OF FUNDS (see instructions)
 
WC
 
  5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
☐
 
  6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
 
  
  7 
  
SOLE VOTING POWER
 
0
 
  
  8
  
SHARED VOTING POWER
 
1,838,510
 
  
  9
  
SOLE DISPOSITIVE POWER
 
0
 
  
10
  
SHARED DISPOSITIVE POWER
 
1,838,510
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,838,510
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
 
☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
15.13% (1)
 
14
 
TYPE OF REPORTING PERSON (see instructions)
 
OO
 
(1)
Based on 12,152,318 shares of common stock of the Issuer outstanding as of May 13, 2019, based on information contained in the Issuer’s Form 10-Q for the quarter ended March 31, 2019, filed on May 14, 2019.

CUSIP No. 382410843
SCHEDULE 13D
Page 4 of 6 Pages

             
  1 
 
NAME OF REPORTING PERSONS
 
LSP INVESTMENT ADVISORS, LLC
 
  2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)  ☐        (b)  ☐
 
 
  3
 
SEC USE ONLY
 
 
  4
 
SOURCE OF FUNDS (see instructions)
 
WC
 
  5
 
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
☐
 
  6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
 
  
  7 
  
SOLE VOTING POWER
 
0
 
  
  8
  
SHARED VOTING POWER
 
1,838,510
 
  
  9
  
SOLE DISPOSITIVE POWER
 
0
 
  
10
  
SHARED DISPOSITIVE POWER
 
1,838,510
 
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,838,510
 
12
 
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
 
☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
15.13% (1)
 
14
 
TYPE OF REPORTING PERSON (see instructions)
 
IA
 
(1)
Based on 12,152,318 shares of common stock of the Issuer outstanding as of May 13, 2019, based on information contained in the Issuer’s Form 10-Q for the quarter ended March 31, 2019, filed on May 14, 2019.

Explanatory Note
This Amendment No.1 to Schedule 13D is being filed with respect to the common stock, par value $0.01 per share (“Common Stock”), of Goodrich Petroleum Corporation, a Delaware corporation (the “Issuer”), to amend the Schedule 13D filed on May 22, 2018 (the “Original Schedule 13D”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Original Schedule 13D.

Item 4.
Purpose of Transaction
Item 4 of the Original Schedule 13D is hereby amended and supplemented to include the following:
On June 13, 2019, the Reporting Persons and certain other shareholders of the Issuer executed a written consent in lieu of a special meeting pursuant to which, among other things, the Reporting Persons (i) approved, authorized, adopted, ratified and confirmed an amendment to the Issuer’s Second Amended and Restated Certificate of Incorporation (the “Amendment”) and (ii) agreed not to initiate, propose or otherwise solicit the shareholders of the Issuer for the approval of any shareholder proposal or otherwise initiate or make a shareholder proposal prior to the close of the Issuer’s 2019 annual meeting of shareholders. The Amendment, among other things, (a) de-staggers the Issuer’s board of directors and (b) provides that directors may be removed with or without cause by a majority of the shares entitled to vote at an election of directors.
SIGNATURE
After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: June 14, 2019
 
 
Gen IV Investment Opportunities, LLC
     
 
By:
 
LSP Generation IV, LLC
 
Its:
 
Managing Member
     
 
By:
 
/s/ Darpan Kapadia
 
Name:
 
Darpan Kapadia
 
Title:
 
Managing Director
     
 
By:
 
LSP Investment Advisors, LLC
 
Its:
 
Investment Manager
     
 
By:
 
/s/ Paul Segal
 
Name:
 
Paul Segal
 
Title:
 
President
   
 
LSP Generation IV, LLC
     
 
By:
 
/s/ Darpan Kapadia
 
Name:
 
Darpan Kapadia
 
Title:
 
Managing Director
   
 
LSP Investment Advisors, LLC
     
 
By:
 
/s/ Paul Segal
 
Name:
 
Paul Segal
 
Title:
 
President