Amended Statement of Beneficial Ownership (sc 13d/a)
September 18 2020 - 8:01AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 13D/A
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Under the Securities Exchange Act of 1934
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(Amendment No. 5)*
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Amplify Energy
Corp.
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(Name of Issuer)
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Common Stock,
$0.01 par value per share
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(Title of Class of Securities)
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03212B103
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(CUSIP Number)
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Brian Meyer
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Fir Tree Capital Management LP
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55 West 46th Street, 29th Floor
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New York, NY 10036
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(212) 599-0090
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Eleazer Klein, Esq.
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Marc Weingarten, Esq.
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Schulte Roth & Zabel LLP
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919 Third Avenue
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New York, NY 10022
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(212) 756-2000
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(Name, Address and Telephone Number of Person
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Authorized to Receive Notices and Communications)
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September
16, 2020
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(Date of Event Which Requires Filing of This Statement)
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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 Rule 13d-1(e), Rule
13d-1(f) or Rule 13d-1(g), check the following box. [ ]
(Page 1 of 5 Pages)
______________________________
* 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. 03212B103
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SCHEDULE 13D/A
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Page 2 of 6 Pages
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1
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NAME OF REPORTING PERSON
Fir Tree Capital Management LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
AF
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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¨
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
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7
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SOLE VOTING POWER
-0-
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8
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SHARED VOTING POWER
10,054,873 shares of Common Stock
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9
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SOLE DISPOSITIVE POWER
-0-
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10
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SHARED DISPOSITIVE POWER
10,054,873 shares
of Common Stock
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
10,054,873 shares
of Common Stock
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12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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¨
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.7%
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14
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TYPE OF REPORTING PERSON
IA, PN
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CUSIP No. 03212B103
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SCHEDULE 13D/A
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Page 3 of 6 Pages
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This Amendment No. 5 ("Amendment No.
5") amends the statement on Schedule 13D filed with the Securities and Exchange Commission (the "SEC")
on October 31, 2016 (the "Original Schedule 13D"), Amendment No. 1 filed with the SEC on February 14, 2019 ("Amendment
No. 1"), Amendment No. 2 filed with the SEC on May 7, 2019 ("Amendment No. 2"), Amendment No. 3 filed
with the SEC on August 3, 2019 ("Amendment No. 3") and Amendment No. 4 filed with the SEC on November 26, 2019
("Amendment No. 4" and together with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No.
3 and this Amendment No. 5, the "Schedule 13D") with respect to the common stock, $0.01 par value per share (the
"Common Stock"), of Amplify Energy Corp. (f/k/a Midstates Petroleum
Company, Inc.), a Delaware corporation (the "Issuer"). Capitalized
terms used herein and not otherwise defined in this Amendment No. 5 have the meanings set forth in the Original Schedule 13D. This
Amendment No. 5 amends Items 3, 4, 5(a)-(c) and 6 as set forth below.
Item 3.
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SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
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Item 3 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
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The Reporting Person used
a total of approximately $173,533,447 to acquire the Common Stock reported in this Schedule 13D. The source of the funds used to acquire
the shares of Common Stock reported herein is the working capital of the Fir Tree Funds.
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Item 4.
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PURPOSE OF TRANSACTION
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Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
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The Reporting Person's response to Item 5(c) of this Amendment No. 5 is incorporated
herein by reference.
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Item 5.
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INTEREST IN SECURITIES OF THE ISSUER
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Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows:
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(a)
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See rows (11) and (13) of the cover page to this Schedule 13D for the aggregate number of shares of Common Stock and percentages of the shares of Common Stock beneficially owned by the Reporting Person. The percentages used in this Schedule 13D are calculated based upon 37,621,684 shares of Common Stock issued and outstanding as of July 31, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed with the Securities and Exchange Commission on August 5, 2020.
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CUSIP No. 03212B103
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SCHEDULE 13D/A
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Page 4 of 6 Pages
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(b)
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See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
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(c)
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Information concerning
transactions in the shares of Common Stock effected by the Reporting Person during the past sixty days is set forth in Schedule
A hereto and is incorporated herein by reference. All of the transactions in the shares of Common Stock listed hereto
were effected in the open market through various brokerage entities. The transactions reported on Schedule A effected on and after September
16, 2020 were effected pursuant to a Rule 10b5-1 trading plan.
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Item 6.
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CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
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Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
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The Reporting Person's response to Item 5(c) is incorporated herein by reference.
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CUSIP No. 03212B103
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SCHEDULE 13D/A
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Page 5 of 6 Pages
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SIGNATURES
After reasonable inquiry and to the best
of his or its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete
and correct.
Date: September 18, 2020
FIR TREE CAPITAL MANAGEMENT LP
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/s/ Brian Meyer
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Name: Brian Meyer
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Title: General Counsel
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CUSIP No. 03212B103
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SCHEDULE 13D/A
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Page 6 of 6 Pages
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Schedule A
This Schedule sets forth information with respect to each purchase
and sale of shares of Common Stock which were effectuated by the Reporting Person within the past sixty days. All transactions
were effectuated in the open market through a broker.
Trade Date
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Shares Purchased (Sold)
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Price Per Share ($)
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08/06/2020
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(83,444)
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1.2673
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08/07/2020
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(74,950)
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1.2338
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08/11/2020
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(38,813)
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1.284
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08/12/2020
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(29,800)
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1.2324
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09/16/2020
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(93,826)
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0.9187
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09/17/2020
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(39,591)
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0.9115
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