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Filing Details

Accession Number:: 0000899243-18-001607
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-01-22 16:52:59
Reporting Period:: 2018-01-18

Accepted Time:: 2018-01-22 16:52:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1600470	Eclipse Resources Corp	ECR	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1142791	Martin D Phillips	1100 Louisiana Street, Suite 4900 Houston TX 77002	Yes	No	No	No
1229915	L Robert Zorich	1100 Louisiana Street, Suite 4900 Houston TX 77002	Yes	No	No	No
1494330	Jr E Douglas Swanson	1100 Louisiana Street, Suite 4900 Houston TX 77002	Yes	No	No	No
1504103	Encap Energy Capital Fund Viii, L.p.	1100 Louisiana Street, Suite 4900 Houston TX 77002	No	No	Yes	No
1537403	Encap Energy Capital Fund Viii Co-Investors, L.p.	1100 Louisiana Street, Suite 4900 Houston TX 77002	No	No	Yes	No
1565683	Encap Energy Capital Fund Ix, L.p.	1100 Louisiana Street, Suite 4900 Houston TX 77002	No	No	Yes	No
1726182	Encap Partners Gp, Llc	1100 Louisiana Street, Suite 4900 Houston TX 77002	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Acquisiton	2018-01-18	37,823,596	$2.44	37,823,596	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	40,420,114	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	72,847,294	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	59,687,619	Direct
Common Stock, Par Value $0.01 Per Share	23,373	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	23,373	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	23,373	Indirect	See footnote

Footnotes

On January 18, 2018, Eclipse Resources-PA, LP ("Eclipse PA"), a wholly owned subsidiary of Eclipse Resources Corporation, a Delaware corporation (the "Issuer"), and the Issuer completed the purchase of certain oil and gas leases, wells and other oil and gas rights and interests held by Travis Peak Resources, LLC, a Delaware limited liability company ("Travis Peak") covering approximately 44,500 net acres located in the counties of Tioga and Potter in the Commonwealth of Pennsylvania (such transaction, the "Travis Peak Transaction") pursuant to that certain Purchase and Sale Agreement dated December 8, 2017 by and among Travis Peak, the Issuer and Eclipse PA (the "PSA"). The aggregate purchase price for the Travis Peak Transaction, as adjusted pursuant to the PSA, was $92.2 million (the "Purchase Price"),
(Continued from Footnote 1) which the Issuer paid entirely through the issuance of 37,823,596 shares (the "Shares") of the Issuer's shares of common stock, $0.01 par value (the "Common Stock") to Travis Peak. The number of Shares issued to Travis Peak was calculated by dividing the Purchase Price by $2.4383, which was the 30 consecutive-day volume weighted average price per share of the Common Stock ending on the second trading day immediately preceding the closing date.
The reporting persons disclaim beneficial ownership of the reported securities except to the extent of such reporting person's pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the reported securities for purposes of Section 16 or for any other purpose.
These securities are directly held by Travis Peak. Travis Peak is member-managed by TPR Holding Company, LLC ("TPR Holding"). EnCap Energy Capital Fund IX, L.P. ("EnCap Fund IX") is a member of TPR Holding that holds the right to appoint three of the five representatives to the board of managers of TPR Holding. Each of the representatives to the board of managers of TPR Holding has one vote and decisions are made by a majority vote. As a result, EnCap Fund IX may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the shares owned by Travis Peak. The Form 4 filed on September 22, 2016 listed EnCap Partners, LLC as a reporting person. Effective April 6, 2017, EnCap Partners, LLC was converted into a limited partnership with the name EnCap Partners, LP ("EnCap Partners"). In connection with the conversion, EnCap Partners GP, LLC ("EnCap Partners GP") was formed as its sole general partner.
(Continued from Footnote 4) EnCap Partners GP replaces EnCap Partners, LLC as a reporting person and a joint filer. EnCap Partners GP is the sole general partner of EnCap Partners, which is the managing member of EnCap Investments Holdings, LLC ("EnCap Holdings"), which is the sole member of EnCap Investments Holdings Blocker, LLC ("EnCap Holdings Blocker"). EnCap Holdings Blocker is the sole member of EnCap Investments GP, L.L.C. ("EnCap Investments GP"), which is the sole general partner of EnCap Investments L.P. ("EnCap Investments LP"). EnCap Investments LP is the general partner of EnCap Equity Fund IX GP, L.P. ("EnCap Fund IX GP"), the sole general partner of EnCap Fund IX. Therefore, EnCap Partners GP, EnCap Partners, EnCap Holdings, EnCap Holdings Blocker, EnCap Investments GP, EnCap Investments LP and EnCap Fund IX GP may be deemed to beneficially own these securities.
These securities are directly held by EnCap Energy Capital Fund VIII Co-Investors, L.P. ("EnCap Fund VIII Co-Invest"). EnCap Partners GP is the sole general partner of EnCap Partners, which is the managing member of EnCap Holdings, which is the sole member of EnCap Holdings Blocker. EnCap Holdings Blocker is (i) the sole member of EnCap Investments GP, which is the sole general partner of EnCap Investments LP, and (ii) the sole limited partner of EnCap Investments LP. EnCap Investments LP is the general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP"), the sole general partner of EnCap Fund VIII Co-Invest. Therefore, EnCap Partners GP, EnCap Partners, EnCap Holdings, EnCap Holdings Blocker, EnCap Investments GP, EnCap Investments LP and EnCap Fund VIII GP may be deemed to beneficially own these securities.
These securities are directly held by EnCap Fund IX. EnCap Partners GP is the sole general partner of EnCap Partners, which is the managing member of EnCap Holdings, which is the sole member of EnCap Holdings Blocker. EnCap Holdings Blocker is the sole member of EnCap Investments GP, which is the sole general partner of EnCap Investments LP. EnCap Investments LP is the general partner of EnCap Fund IX GP, the sole general partner of EnCap Fund IX. Therefore, EnCap Partners GP, EnCap Partners, EnCap Holdings, EnCap Holdings Blocker, EnCap Investments GP, EnCap Investments LP and EnCap Fund IX GP may be deemed to beneficially own these securities.
These securities are directly held by EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII"). EnCap Partners GP is the sole general partner of EnCap Partners, which is the managing member of EnCap Holdings, which is the sole member of EnCap Holdings Blocker. EnCap Holdings Blocker is the sole member of EnCap Investments GP, which is the sole general partner of EnCap Investments LP. EnCap Investments LP is the general partner of EnCap Equity Fund VIII GP, the sole general partner of EnCap Fund VIII Co-Invest. Therefore, EnCap Partners GP, EnCap Partners, EnCap Holdings, EnCap Holdings Blocker, EnCap Investments GP, EnCap Investments LP and EnCap Fund VIII GP may be deemed to beneficially own these securities.
These securities are directly held by Robert L. Zorich.
These securities are directly held by D. Martin Phillips.
These securities are directly held by Douglas E. Swanson, Jr.