Each one in plain English, with the numbers worked through for a shareholder.
23 Jan 2018substantial holder notice● Neutral
Rosemore, Inc, Tema Oil and Gas Company, Rosemore Holdings, Inc, KLR Energy Sponsor, LLC, KLR Group Investments, LLC, KLR Group Holdings, LLC, Edward Kovalik reported a Rosehill Resources Inc. shareholding of 39,721,862 shares (89.80% of votes) in a periodic institutional filing.
Nasdaq told Rosehill on 2018-01-03 that the warrant round-lot holder deficiency has been cured, the hearing is cancelled and the warrants and units stay listed. This resolves the delisting threat for warrants and units first notified on 2017-11-06.
22 Dec 2017asset acquisition disposition● NeutralMajor
On 2017-12-21 Rosehill bought more assets from the same Whitehorse/Siltstone sellers under a Third Amendment to the PSA: mineral and royalty interests, two producing wells and 1,940 more net acres in Pecos County for $39.0M, about $33.0M of it for the acreage. This uses part of the up-to-$80M additional-interests option from the December deal, so less remains available under that option.
Rosehill Resources Inc. 10%+ owner Geode Capital Master Fund LTD. - Geode Diversified Fund converted derivative holdings into 43,478 shares and disposed of 10,725.
14 Dec 2017asset acquisition disposition● NeutralMajor
Rosehill completed the Delaware Basin purchase from Whitehorse/Siltstone that was signed on 2017-10-24: about 4,565 net acres for roughly $78.0M in cash (the PSA had said ~$77.6M), subject to adjustments. To pay for it, it agreed to sell 150,000 shares of 10.000% Series B Redeemable Preferred to EIG-managed funds for $150.0M, with an option for 50,000 more. The preferred ranks ahead of common stock, carries cumulative cash dividends (up to 40% payable in kind through Jan 2019), is redeemable at a premium, and limits the company's debt, asset sales and acquisitions, so it is a heavy claim ahead of common shareholders. This resolves the open question of how the acquisition would be financed. The filing also shows a 90-day window to buy more leases for up to $80M, and a Note Purchase Agreement of 2017-12-08 with U.S. Bank as agent is referenced for 'Notes' (its size is not in the text shown).
Polar Asset Management Partners Inc reported a Rosehill Resources Inc. shareholding of 163,843 shares (2.72% of votes) in a periodic institutional filing.