sc13g
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO 240.13D-1(B), (C) and (D) and AMENDMENTS THERETO FILED
PURSUANT TO 240.13D-2
(Amendment No. )*
HALLADOR PETROLEUM COMPANY
(Name of Issuer)
Common Stock, par value $.01
(Title of Class of Securities)
406092205
(CUSIP Number)
October 5, 2007
(Date of Event Which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed.
o Rule 13d-1(b)
x Rule 13d-1 (c)
o Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting persons 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).
1
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
YORKTOWN ENERGY PARTNERS VII, L.P. |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
2,419,355 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
0 |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
2,419,355 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
2,419,355(1) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
o |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
14.79%(2) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
PN |
(1) Yorktown VII Company LP is the sole general
partner of Yorktown Energy Partners VII, L.P. Yorktown VII Associates LLC is the sole general
partner of Yorktown VII Company LP. As a result, Yorktown VII Associates LLC 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 Yorktown Energy Partners VII, L.P. Yorktown VII Company LP and Yorktown VII Associates LLC
disclaim beneficial ownership of the securities owned by Yorktown Energy Partners VII, L.P. in
excess of their pecuniary interests therein.
(2) Based on 16,362,528 shares of common stock issued and outstanding as of November 14, 2007 as disclosed by Hallador Petroleum Company in its Form 10-QSB filed with the Securities and Exchange Commission on November 14, 2007 and 2,419,355 shares of common stock issued to Yorktown on October 5, 2007.
2
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
YORKTOWN VII COMPANY LP |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
2,419,355 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
0 |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
2,419,355 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
2,419,355(1) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
o |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
14.79%(2) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
PN |
(1) Yorktown VII Company LP is the sole general partner of Yorktown Energy Partners VII, L.P. Yorktown VII Associates LLC is the sole general partner of Yorktown VII Company LP. As a result, Yorktown VII Associates LLC 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 Yorktown Energy Partners VII, L.P. Yorktown VII Company LP and Yorktown VII Associates LLC disclaim beneficial
ownership of the securities owned by Yorktown Energy Partners VII, L.P. in excess of their pecuniary interests therein.
(2) Based on 16,362,528 shares of common stock issued and outstanding as of November 14, 2007 as disclosed by Hallador Petroleum Company in its Form 10-QSB filed with the Securities and Exchange Commission on November 14, 2007 and 2,419,355 shares of common stock issued to Yorktown on October 5, 2007.
3
|
|
|
|
|
|
1 |
|
NAMES OF REPORTING PERSONS
YORKTOWN VII ASSOCIATES LLC |
|
|
|
|
|
|
2 |
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
(a) o |
|
(b) o |
|
|
|
3 |
|
SEC USE ONLY |
|
|
|
|
|
|
|
4 |
|
CITIZENSHIP OR PLACE OF ORGANIZATION |
|
|
|
Delaware |
|
|
|
|
|
5 |
|
SOLE VOTING POWER |
|
|
|
NUMBER OF |
|
2,419,355 |
|
|
|
|
SHARES |
6 |
|
SHARED VOTING POWER |
BENEFICIALLY |
|
|
OWNED BY |
|
0 |
|
|
|
|
EACH |
7 |
|
SOLE DISPOSITIVE POWER |
REPORTING |
|
|
PERSON |
|
2,419,355 |
|
|
|
|
WITH: |
8 |
|
SHARED DISPOSITIVE POWER |
|
|
|
|
|
0 |
|
|
|
9 |
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
|
|
2,419,355(1) |
|
|
|
10 |
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
|
|
|
o |
|
|
|
11 |
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
|
|
|
14.79%(2) |
|
|
|
12 |
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
|
|
|
OO |
(1) Yorktown VII Company LP is the sole general partner of Yorktown Energy Partners VII, L.P. Yorktown VII Associates LLC is the sole general partner of Yorktown VII Company LP. As a result, Yorktown VII Associates LLC 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 Yorktown Energy Partners VII, L.P. Yorktown VII Company LP and Yorktown VII Associates LLC disclaim beneficial
ownership of the securities owned by Yorktown Energy Partners VII, L.P. in excess of their pecuniary interests therein.
(2) Based on 16,362,528 shares of common stock issued and outstanding as of November 14, 2007 as disclosed by Hallador Petroleum Company in its Form 10-QSB filed with the Securities and Exchange Commission on November 14, 2007 and 2,419,355 shares of common stock issued to Yorktown on October 5, 2007.
4
Item 1.
|
(a) |
|
Name of issuer: Hallador Petroleum Company |
|
|
(b) |
|
Address of issuers principal executive offices: 1660 Lincoln Street, Suite 2700, Denver,
Colorado 80264 |
Item 2.
(a) |
|
Name of person(s) filing: |
Yorktown Energy Partners VII, L.P., a Delaware limited partnership (Yorktown),
Yorktown VII Company LP, a Delaware limited partnership (the General Partner) and Yorktown
VII Associates LLC, a Delaware limited liability company (the LLC).
(b) |
|
Address of principal office: 410 Park Avenue, 19th Floor, New York, NY 10022 |
|
(c) |
|
Citizenship: USA |
|
(d) |
|
Title of class of Securities: Common Stock, $0.01 Par Value |
|
(e) |
|
CUSIP Number: 406092205 |
Item 3. If this statement is filed pursuant to 240.13d(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) [ ]
|
|
An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E); |
|
|
|
|
|
|
|
(f) [ ]
|
|
An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F); |
|
|
|
|
|
|
|
(g) [ ]
|
|
A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G); |
|
|
|
|
|
|
|
(h) [ ]
|
|
A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813); |
|
|
|
|
|
|
|
(i) [ ]
|
|
A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment Company Act of 1940
(15 U.S.C. 80a-3); |
|
|
|
|
|
|
|
(j) [ ]
|
|
Group, in accordance with 240.13d-1(b)(1)(ii)(J). |
If this statement is filed pursuant to 240.13d-1(c), check this box. X
5
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
|
(a) |
|
Amount beneficially owned: 2,419,355 |
|
|
(b) |
|
Percent of class: 14.79% |
|
|
(c) |
|
Number of shares as to which each person has: |
As of October 5, 2007, Yorktown owned 2,419,355 shares of common stock, representing
14.79% of Hallador Petroleum Companys (Hallador) outstanding shares of common stock (based
on 16,362,528 shares of common stock issued and outstanding as of November 14, 2007 as
disclosed by Hallador in its Form 10-QSB filed with the Securities and Exchange Commission on
November 14, 2007 and 2,419,355 shares of common stock issued to Yorktown on October 5,
2007). Yorktowns ultimate general partner, the LLC, has the sole voting power and sole
disposition power with respect to the shares of common stock owned by Yorktown.
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
Item 10. Certification
By signing below the undersigned certify that, to the best of the knowledge and belief of the
undersigned, 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.
6
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify
that the information set forth in this statement is true, complete and correct.
Dated: December 20, 2007
|
|
|
|
|
YORKTOWN ENERGY PARTNERS VII, L.P. |
|
|
|
|
|
|
|
By:
|
|
Yorktown VII Company LP,
Its General Partner |
|
|
|
|
|
|
|
By:
|
|
Yorktown VII Associates LLC,
Its General Partner |
|
|
|
|
|
|
|
|
|
By: |
|
/s/ W. Howard Keenan, Jr.
|
|
|
|
|
|
|
|
|
|
Name:
|
|
W. Howard Keenan, Jr. |
|
|
|
|
|
|
|
|
|
|
|
Title:
|
|
Managing Member |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YORKTOWN VII COMPANY LP |
|
|
|
|
|
|
|
By:
|
|
Yorktown VII Associates LLC,
Its General Partner |
|
|
|
|
|
|
|
|
|
By: |
|
/s/ W. Howard Keenan, Jr.
|
|
|
|
|
|
|
|
|
|
Name:
|
|
W. Howard Keenan, Jr. |
|
|
|
|
|
|
|
|
|
|
|
Title:
|
|
Managing Member |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YORKTOWN VII ASSOCIATES LLC |
|
|
|
|
|
|
|
|
|
By: |
|
/s/ W. Howard Keenan, Jr.
|
|
|
|
|
|
|
|
|
|
Name:
|
|
W. Howard Keenan, Jr. |
|
|
|
|
|
|
|
|
|
|
|
Title:
|
|
Managing Member |
|
|
|
|
|
|
|
|
|
7
INDEX TO EXHIBITS
Exhibit
1. |
|
Joint Filing Agreement dated December 20, 2007 |