Sec Form 4 Filing - ARES MANAGEMENT LLC @ HALCON RESOURCES CORP - 2018-02-09

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ARES MANAGEMENT LLC
2. Issuer Name and Ticker or Trading Symbol
HALCON RESOURCES CORP [ HK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2000 AVENUE OF THE STARS, 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
02/09/2018
(Street)
LOS ANGELES, CA90067
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.0001 par value 02/09/2018 P 1,113,466 ( 1 ) ( 2 ) A $ 6.9 21,855,284 ( 3 ) ( 4 ) I See footnotes ( 5 ) ( 6 ) ( 7 )
Common Stock, $0.0001 par value 53,114 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Numb er of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ARES MANAGEMENT LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Ares Management Holdings L.P.
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Ares Holdco LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Ares Holdings Inc.
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
ARES MANAGEMENT LP
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Ares Management GP LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Ares Partners Holdco LLC
2000 AVENUE OF THE STARS
12TH FLOOR
LOS ANGELES, CA90067
X X
Signatures
/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT LLC 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDCO LLC, general partner for ARES MANAGEMENT HOLDINGS L.P. 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDCO LLC 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDINGS INC. 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT GP LLC, general partner for ARES MANAGEMENT, L.P. 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT GP LLC 02/13/2018
Signature of Reporting Person Date
/s/ Naseem Sagati, by Authorized Signatory of ARES PARTNERS HOLDCO LLC 02/13/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The amount reported reflects an aggregate 1,113,466 shares of the Issuer's Common Stock, $0.0001 par value ("Common Stock") purchased on February 9, 2018 in an underwritten public offering of the Issuer's Common Stock by the following entities in the following amounts: 330,525 shares by AF IV Energy II AIV B1, L.P., 52,461 shares by AF IV Energy II AIV A1, L.P., 78,684 shares by AF IV Energy II AIV A2, L.P., 33,220 shares by AF IV Energy II AIV A3, L.P., 33,970 shares by AF IV Energy II AIV A4, L.P., 43,537 shares by AF IV Energy II AIV A5, L.P., 34,096 shares by AF IV Energy II AIV A6, L.P., 17,488 shares by AF IV Energy II AIV A7, L.P., 33,924 shares by AF IV Energy II AIV A8, L.P., 35,166 shares by AF IV Energy II AIV A9, L.P., (continued in footnote 2)
( 2 )52,461 shares by AF IV Energy II AIV A10, L.P., 19,670 shares by AF IV Energy II AIV A11, L.P., 34,967 shares by AF IV Energy II AIV A12, L.P., 111,051 shares by SSF IV Halcon AIV B1, L.P., 5,167 shares by SSF IV Halcon AIV 1, L.P., 38,082 shares by SSF IV Halcon AIV 2, L.P., 41,359 shares by SSF IV Halcon AIV 3, L.P., 10,342 shares by SSF IV Halcon AIV 4, L.P., 22,812 shares by SSF IV Halcon AIV 5, L.P., 38,371 shares by SSF IV Halcon AIV 6, L.P., and 46,113 shares by SSF IV Halcon AIV 7, L.P.
( 3 )The amount reported reflects an aggregate of 21,855,284 shares of Common Stock held on February 9, 2018 by the following entities in the following amounts: 5,648,690 shares by AF IV Energy II AIV B1, L.P., 896,567 shares by AF IV Energy II AIV A1, L.P., 1,344,714 shares by AF IV Energy II AIV A2, L.P., 567,737 shares by AF IV Energy II AIV A3, L.P., 580,546 shares by AF IV Energy II AIV A4, L.P., 744,057 shares by AF IV Energy II AIV A5, L.P., 582,698 shares by AF IV Energy II AIV A6, L.P., 298,870 shares by AF IV Energy II AIV A7, L.P., 579,768 shares by AF IV Energy II AIV A8, L.P., 600,983 shares by AF IV Energy II AIV A9, L.P., 896,567 shares by AF IV Energy II AIV A10, L.P., 336,156 shares by AF IV Energy II AIV A11, L.P., 597,583 shares by AF IV Energy II AIV A12, L.P., 257,070 shares by SSF III Halcon AIV B1, L.P., 1,101,652 shares by SSF III Halcon AIV 1, L.P., 165,271 shares by SSF III Halcon AIV 2, L.P., (continued in footnote 4)
( 4 )315,830 shares by SSF III Halcon AIV 3, L.P., 1,897,859 shares by SSF IV Halcon AIV B1, L.P., 88,306 shares by SSF IV Halcon AIV 1, L.P., 650,824 shares by SSF IV Halcon AIV 2, L.P., 706,823 shares by SSF IV Halcon AIV 3, L.P., 176,753 shares by SSF IV Halcon AIV 4, L.P., 389,862 shares by SSF IV Halcon AIV 5, L.P., 655,756 shares by SSF IV Halcon AIV 6, L.P., 788,066 shares by SSF IV Halcon AIV 7, L.P., 292,519 shares by Ares Dynamic Credit Allocation Fund, Inc., 229,338 shares by Ares Enhanced Credit Opportunities Master Fund II, Ltd., 224,654 shares by Future Fund Board of Guardians, 95,790 shares by ASIP (Holdco) IV S.a.r.l., 42,051 shares by Ares Multi-Strategy Credit Fund V (H), L.P., 67,228 shares by Transatlantic Reinsurance Company and 34,696 shares by RSUI Indemnity Company.
( 5 )The Issuer's Common Stock held by the entities listed in footnotes 1-4 (collectively, the "Purchasers") is managed, directly or indirectly, by Ares Management LLC. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Holdings Inc. ("Ares Holdings"), whose sole stockholder is Ares Management, L.P. ("Ares Management"). The general partner of Ares Management is Ares Management GP LLC ("Ares Management GP") and the sole member of Ares Management GP is Ares Partners Holdco LLC ("Ares Partners," and together with the Purchasers, Ares Management LLC, Ares Management Holdings, Ares Holdco, Ares Holdings, Ares Management, and Ares Management GP, the "Ares Entities").
( 6 )Ares Partners is managed by a board of managers, which is composed of Michael Arougheti, Ryan Berry, R. Kipp deVeer, David Kaplan, Michael McFerran, Antony Ressler and Bennett Rosenthal. (continued in footnote 6)
( 7 )Mr. Ressler generally has veto authority over decisions by Ares Partners' board of managers. Each of the Ares Entities (other than each Purchaser, with respect to the securities held directly by it) and the members of Ares Partners' board of managers and the other directors, officers, partners, stockholders, members and managers of the Ares Entities expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067.

Remarks:
Ares Management LLC and its affiliates designated three individuals who were appointed to the board of directors of the Issuer on September 9, 2016. Accordingly, Ares Management LLC and its affiliates listed hereon may be deemed to be a director by deputization.

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