You can access the original SEC filing by clicking here.
Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Blue Ridge Limited Partnership | 0 | 6,530,464 | 0 | 6,530,464 | 6,530,464 | 3.31% |
| Blue Ridge Offshore Master Limited Partnership | 0 | 3,461,164 | 0 | 3,461,164 | 3,461,164 | 1.76% |
| Blue Ridge Capital | 0 | 9,991,628 | 0 | 9,991,628 | 9,991,628 | 5.07% |
| John A. Griffen | 0 | 9,991,628 | 0 | 9,991,628 | 9,991,628 | 5.07% |
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Page 1 of 11 – SEC Filing
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
| SCHEDULE 13G | |
| Under the Securities Exchange Act of 1934 (Amendment No. __)* | |
| Ultra Petroleum | |
| (Name of Issuer) | |
| Common Shares, | |
| (Title of Class of Securities) | |
| 903914208 | |
| (CUSIP Number) | |
| May 5, 2017 | |
| (Date of event which requires filing of this statement) | |
| Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: | |
| ¨ | Rule 13d-1(b) |
| x | Rule 13d-1(c) |
| ¨ | Rule 13d-1(d) |
| (Page 1 of 11 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 the disclosures provided in a prior cover page.
The information required in 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).
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Page 2 of 11 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Blue Ridge Limited Partnership | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION New York | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 6,530,464 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 6,530,464 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,530,464 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.31% | |||
| 12 | TYPE OF REPORTING PERSON PN | |||
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Page 3 of 11 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Blue Ridge Offshore Master Limited Partnership | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands, BWI | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 3,461,164 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 3,461,164 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,461,164 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.76% | |||
| 12 | TYPE OF REPORTING PERSON PN | |||
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Page 4 of 11 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS Blue Ridge Capital, L.L.C. | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION New York | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 9,991,628 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 9,991,628 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,991,628 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.07% | |||
| 12 | TYPE OF REPORTING PERSON OO | |||
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Page 5 of 11 – SEC Filing
| 1 | NAMES OF REPORTING PERSONS John A. Griffen | |||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) ¨ (b) x | ||
| 3 | SEC USE ONLY | |||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION United States | |||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER -0- | ||
| 6 | SHARED VOTING POWER 9,991,628 | |||
| 7 | SOLE DISPOSITIVE POWER -0- | |||
| 8 | SHARED DISPOSITIVE POWER 9,991,628 | |||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,991,628 | |||
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES | ¨ | ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.07% | |||
| 12 | TYPE OF REPORTING PERSON IN | |||
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Page 6 of 11 – SEC Filing
| Item 1(a). | NAME OF ISSUER. |
| The name of the issuer is Ultra Petroleum Corp. (the “Company”). |
| Item 1(b). | ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES: |
| The Company’s principal executive offices are located at 400 North Sam Houston Parkway East, Suite 1200, Houston, Texas |
| Item 2(a). | NAME OF PERSON FILING: |
| This statement is filed by: |
| (i) | Blue Ridge Limited Partnership, a New York limited partnership (“BRLP”), with respect to the shares of Common Stock (as defined in Item 2(d) below) directly held by it; | |
| (ii) | Blue Ridge Offshore Master Limited Partnership, a Cayman Islands exempted limited partnership (“BROMLP”), with respect to the shares of Common Stock directly held by it; | |
| (iii) | Blue Ridge Capital, L.L.C., a New York limited liability company (“BRC”), which serves as the Investment Manager to BRLP and BROMLP, with respect to the shares of Common Stock directly held by BRLP and BROMLP; | |
| (iv) | John A. Griffin with respect to the shares of Common Stock directly held by BRLP and BROMLP. | |
| The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. |
| Item 2(b). | ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
| The address of the business office of each of Mr. Griffin, BRLP and BRC is 660 Madison Avenue, 20th Floor, New York, NY 10065-8405. The address of the business office of BROMLP is P.O. Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands. |
| Item 2(c). | CITIZENSHIP: |
| BRLP is a limited partnership organized under the laws of the State of New York. BROMLP is an exempted limited partnership organized under the laws of the Cayman Islands. BRC is a limited liability company organized under the laws of the State of New York. Mr. Griffin is a United States citizen. |
| Item 2(d). | TITLE OF CLASS OF SECURITIES: |
| Common Shares, without par value (the “Common Stock“) |
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Page 7 of 11 – SEC Filing
| Item 2(e). | CUSIP NUMBER: |
| 903914208 |
| Item 3. | IF THIS STATEMENT IS FILED PURSUANT TO §§ 240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: |
| (a) | ¨ | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); | |
| (b) | ¨ | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | ¨ | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | ¨ | Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | |
| (f) | ¨ | Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); | |
| (g) | ¨ | Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); | |
| (h) | ¨ | Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ¨ | Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); | |
| (j) | ¨ | Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); | |
| (k) | ¨ | Group, in accordance with Rule 13d-1(b)(1)(ii)(K). |
| If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please | |||
| specify the type of institution: | |||
| Item 4. | OWNERSHIP. | |
| The percentages used herein are calculated based upon 197,099,764 shares of Common Stock issued and outstanding as of April 24, 2017, as reflected in the Company’s Form 10-Q, filed on May 3, 2017. | ||
| A. | BRLP | ||||
| (a) | Amount beneficially owned: 6,530,464 | ||||
| (b) | Percent of class: 3.31% | ||||
| (c) | (i) | Sole power to vote or direct the vote: -0- | |||
| (ii) | Shared power to vote or direct the vote: 6,530,464 | ||||
| (iii) | Sole power to dispose or direct the disposition: -0- | ||||
| (iv) | Shared power to dispose or direct the disposition of: 6,530,464 | ||||
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Page 8 of 11 – SEC Filing
| B. | BROMLP | ||||
| (a) | Amount beneficially owned: 3,461,164 | ||||
| (b) | Percent of class: 1.76% | ||||
| (c) | (i) | Sole power to vote or direct the vote: -0- | |||
| (ii) | Shared power to vote or direct the vote: 3,461,164 | ||||
| (iii) | Sole power to dispose or direct the disposition: -0- | ||||
| (iv) | Shared power to dispose or direct the disposition: 3,461,164 | ||||
| C. | BRC | ||||
| (a) | Amount beneficially owned: 9,991,628 | ||||
| (b) | Percent of class: 5.07% | ||||
| (c) | (i) | Sole power to vote or direct the vote: -0- | |||
| (ii) | Shared power to vote or direct the vote: 9,991,628 | ||||
| (iii) | Sole power to dispose or direct the disposition: -0- | ||||
| (iv) | Shared power to dispose or direct the disposition: 9,991,628 | ||||
| D. | John A. Griffin | ||||
| (a) | Amount beneficially owned: 9,991,628 | ||||
| (b) | Percent of class: 5.07% | ||||
| (c) | (i) | Sole power to vote or direct the vote: -0- | |||
| (ii) | Shared power to vote or direct the vote: 9,991,628 | ||||
| (iii) | Sole power to dispose or direct the disposition: -0- | ||||
| (iv) | Shared power to dispose or direct the disposition: 9,991,628 | ||||
| Item 5. | OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. |
| Not applicable. |
| Item 6. | OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. |
| Not applicable. |
| Item 7. | IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. |
| Not applicable. |
| Item 8. | IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. |
| Not applicable. |
| Item 9. | NOTICE OF DISSOLUTION OF GROUP. |
| Not applicable. |
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Page 9 of 11 – SEC Filing
| Item 10. | CERTIFICATION. |
| Each of the Reporting Persons hereby makes the following certification: | |
| By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
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Page 10 of 11 – SEC Filing
SIGNATURES
After reasonable
inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is
true, complete and correct.
DATED: May 15, 2017
| BLUE RIDGE LIMITED PARTNERSHIP | ||||
| By: | Blue Ridge Capital, L.L.C., as its Investment Manager | |||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| BLUE RIDGE OFFSHORE MASTER LIMITED PARTNERSHIP | ||||
| By: | Blue Ridge Capital, L.L.C., as its Investment Manager | |||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| BLUE RIDGE CAPITAL, L.L.C. | ||||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| JOHN A. GRIFFIN | ||||
| /s/ John A. Griffin | ||||
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Page 11 of 11 – SEC Filing
EXHIBIT 1
JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)
The undersigned
acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing
additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible
for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason
to believe that such information is inaccurate.
DATED: May 15, 2017
| BLUE RIDGE LIMITED PARTNERSHIP | ||||
| By: | Blue Ridge Capital, L.L.C., as its Investment Manager | |||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| BLUE RIDGE OFFSHORE MASTER LIMITED PARTNERSHIP | ||||
| By: | Blue Ridge Capital, L.L.C., as its Investment Manager | |||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| BLUE RIDGE CAPITAL, L.L.C. | ||||
| By: | /s/ John A. Griffin | |||
| Name: | John A. Griffin | |||
| Title: | Managing Member | |||
| JOHN A. GRIFFIN | ||||
| /s/ John A. Griffin | ||||
