Purpose of Transaction.
The Reporting Person acquired the Shares over which it exercises beneficial ownership on behalf of the Kimmeridge Funds in the belief that the Shares are undervalued and are an attractive investment.
The Reporting Person is broadly supportive of the Issuer’s agreement with Monarch Alternative Capital LP regarding the review of potential strategic alternatives. The Kimmeridge Principals have consistently expressed to the Issuer’s management that they believe the Issuer is subscale and that the Issuer should pursue strategic alternatives, including a potential merger with a similarly positioned oil and gas company, a sale of the Issuer or take private transaction.
The Reporting Person and the Kimmeridge Principals intend to review the Kimmeridge Funds’ investment in the Issuer on a continuing basis and may from time to time and at any time in the future depending on various factors, including, without limitation, the Issuer’s financial position and strategic direction, actions taken by the Issuer’s Board of Directors and management, price levels of the Common Stock, other investment opportunities available to them, conditions in the securities market and general economic and industry conditions, take such actions with respect to such investments in the Issuer as they deem appropriate. These actions may include, without limitation: (i) acquiring additional Common Stock and/or other equity, debt, notes, other securities, or derivative or other instruments that are convertible into Common Stock, or are based upon or relate to the value of the Common Stock or the Issuer (collectively, “Securities”) in the open market or otherwise; (ii) disposing of any or all of their Securities in the open market or otherwise; (iii) engaging in any hedging or similar transactions with respect to the Securities; or (iv) proposing or considering one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D.