UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

 

Gulfport energy corpORATION

(Name of Issuer)

 

Common Stock, $0.01 par value

(Title of Class of Securities)

 

402635304

(CUSIP Number)

 

Shah Capital Management, Inc.

8601 Six Forks Road, Suite 630

Raleigh, NC 27615

(919) 719-6360

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

February 28, 2020

(Date of Event Which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240-13d.1(f) or 240.13d-1(g), check the following box: [ ]

 

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

*       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 on 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).

 

(Continued on following pages)

 

 

 

CUSIP NO. 402635304 13D Page 2 of 8 Pages

 

1

NAMES OF REPORTING PERSONS

 

Shah Capital Management, Inc.

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [  ]

(b) [  ]

3

SEC USE ONLY

 

 
4

SOURCE OF FUNDS

 

OO (Other)

 
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of North Carolina, United States of America

 

 

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

N/A

 
8

SHARED VOTING POWER

 

13,367,867 shares

 
9

SOLE DISPOSITIVE POWER

 

N/A

 
10

SHARED DISPOSITIVE POWER

 

13,367,867 shares

 
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

13,367,867 shares

 
12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

 

 

 

[  ]
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

8.35% of the outstanding shares

 
12

TYPE OF REPORTING PERSON

 

IA (Investment Adviser)

 
         

 

 

 

CUSIP NO. 402635304 13D Page 3 of 8 Pages

 

1

NAMES OF REPORTING PERSONS

 

Shah Capital Opportunity Fund LP

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [  ]

(b) [  ]
3

SEC USE ONLY

 

 
4

SOURCE OF FUNDS

 

OO (Other)

 
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of Delaware, United States of America

 

 

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

N/A

 

 
8

SHARED VOTING POWER

 

11,937,611 shares

 
9

SOLE DISPOSITIVE POWER

 

N/A

 
10

SHARED DISPOSITIVE POWER

 

11,937,611 shares

 
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

11,937,611 shares

 
12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

 

 

 

[  ]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

7.46% of the outstanding shares

 
12

TYPE OF REPORTING PERSON

 

PN (Partnership)

 
         

 

 

 

CUSIP NO. 402635304 13D Page 4 of 8 Pages

 

1

NAMES OF REPORTING PERSONS

 

Himanshu H. Shah

 
2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [  ]

(b) [  ]
3

SEC USE ONLY

 

 
4

SOURCE OF FUNDS

 

OO (Other); PF (Personal Funds)

 
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E) [ ]  
6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

 

 

 

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING PERSON WITH

7

SOLE VOTING POWER

 

130,592 shares

 
8

SHARED VOTING POWER

 

13,367,867 shares

 
9

SOLE DISPOSITIVE POWER

 

130,592 shares

 
10

SHARED DISPOSITIVE POWER

 

13,367,867 shares

 
11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

13,498,459 shares

 
12

CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES

CERTAIN SHARES

 

 

 

[  ]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11

 

8.43% of the outstanding shares

12

TYPE OF REPORTING PERSON

 

IN (Individual)

 
         

 

 

 

 

Item 1. Security and Issuer.

 

The securities to which this statement on Schedule 13D (this “Statement”) relates are the shares of $0.01 par value (the “Common Stock”) of Gulfport Energy Corporation, a Delaware corporation (the “Issuer”). The address of the principal executive office of the Issuer is 3001 Quail Springs Parkway, Oklahoma City, Oklahoma.

 

Item 2. Identity and Background.

 

(a)       Name.

 

This Statement is filed by:

 

(i)        Shah Capital Management, Inc. (“Shah Capital”), a North Carolina corporation, who serves as the investment adviser to Shah Opportunity (as defined below);

 

(ii)       Shah Capital Opportunity Fund LP (“Shah Opportunity”), a Delaware limited partnership; and

 

(iii)      Himanshu H. Shah, who serves as President and Chief Investment Officer of Shah Capital.

 

Shah Capital, Shah Opportunity and Mr. Shah are referred to collectively as the “Reporting Persons.” Reporting Persons have entered into a joint filing agreement, a copy of which is attached as Exhibit 1.

 

(b)       Residence of Business Address

 

The address of the principal business and principal office of each of the Reporting Persons is 8601 Six

Forks Road, Suite 630, Raleigh, North Carolina 27615.

 

(c)Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or Other Organization in Which Such Employment Is Conducted

 

The principal business of each of Shah Capital and Shah Opportunity is investing in securities.

 

The principal occupation of Mr. Shah is serving as the President and Chief Investment Officer of Shah

Capital.

 

(d)       Criminal Convictions

 

During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding

(excluding traffic violations or similar misdemeanors).

 

(e)       Civil Proceedings

 

During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

 

 

(f)       Citizenship

 

Shah Capital is a North Carolina corporation.

Shah Opportunity is a Delaware limited partnership.

Mr. Shah is a citizen of the United State of America.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

Except for the 130,592 shares of Common Stock owned directly by Mr. Shah, which were purchased using his personal funds, all of the shares of Common Stock to which this Statement relates were purchased on behalf of the Reporting Persons using the investment capital of the Reporting Persons. All shares of Common Stock were purchased in various transactions and for various amounts of consideration through open market purchases.

 

Item 4. Purpose of Transaction.

 

This Statement relates to shares of Common Stock held for the investment advisory accounts of Shah Capital’s clients, held directly by Shah Opportunity, and shares held directly by Mr. Shah. The Reporting Persons purchased the shares for investment purposes, and such purchases have been made in the ordinary course of business of the Reporting Persons.

 

The Reporting Persons do not have any present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D. In pursuing investment purposes, the Reporting Persons may further purchase, hold, vote, trade, dispose or otherwise deal in the shares at times, and in such manner, as they deem advisable to benefit from, among other things: (1) changes in the market prices of the shares; (2) changes in the Issuer’s operations, business strategy or prospects; or (3) from the sale, merger, or other proposed corporation transaction pursued or closed with respect to the Issuer or a third party. To evaluate such alternatives, the Reporting Persons will closely monitor the Issuer’s operations, business, management, capital structure, financials, and prospects; competitive and strategic matters related to the Issuer’s business, competitors business’, and the industry generally; corporate transactions and potential corporate transactions involving the Issuer; and prevailing market conditions, as well as other economic, securities markets and investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons may discuss such matters with the Issuer’s management or the Board of Directors, other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. Such evaluations and discussions may materially affect, and result in, among other things, the Reporting Persons: (1) modifying their ownership of the shares, including, without limitation, the purchase or sale of shares in the open market or through privately negotiated transactions of otherwise; (2) exchanging information with the Issuer pursuant to appropriate confidentiality or similar agreements; (3) proposing changes in the Issuer’s operations, governance or capitalization; or (4) pursuing one or more of the other actions described in subsections (a) through (j) of Item 4 of §240.13d-101. The Reporting Persons may at any time reconsider and change their plans or proposals relating to the foregoing.

 

Item 5. Interest in Securities of the Issuer.

 

(a) and (b)

 

 

 

 

 Shah Capital Management, LLC

 Shah Capital Opportunity Fund LP

 Himanshu H. Shah

(a) Amount Beneficially Owned: 13,367,867 11,937,611 13,498,459
(b) Percent of Class: 8.35% 7.46% 8.43%

(c) 

Number of Shares to Which Reporting Person Has:

 
  (i) Sole Voting Power: N/A N/A 130,592
  (ii) Shared Voting Power: 13,367,867 11,937,611 13,367,867
  (iii) Sole Dispositive Power: N/A N/A 130,592
  (iv) Shared Dispositive Power: 13,367,867 11,937,611 13,367,867

 

The percentage in this paragraph relating to beneficial ownership of shares of $0.01 par value based on 160,115,829 shares outstanding as of July 31, 2020, as reported in the Issuer’s Quarterly Report filed on August 7, 2020.

 

Shah Capital, as the investment adviser to Shah Opportunity, may be deemed to have the power to direct the voting and disposition of the shares beneficially owned by Shah Opportunity, and may be deemed to be the indirect beneficial owner of such shares. Shah Capital disclaims beneficial ownership of such shares for all other purposes.

 

Mr. Shah, as the President and Chief Investment Officer of Shah Capital, may be deemed to have the power to direct the voting and disposition of the shares beneficially owned by Shah Opportunity and Shah Capital, and may be deemed to be the indirect beneficial owner of such shares. Mr. Shah disclaims beneficial ownership of such shares for all other purposes.

 

To the knowledge of each of the Reporting Persons, other than as set forth above, none of the persons named in Item 2 is the beneficial owner of any shares.

 

(c) Except as disclosed in Exhibit 2, none of the Reporting Persons have effected any transactions in the shares of Common Stock in the 60 days prior to the date of this Statement.

 

(d) No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of no par value covered by this Statement.

 

(e) Not applicable.

 

 

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

Other than as described in this Statement, to the knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other persons with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

 

Item 7. Material to be Filed as Exhibits.

 

The following documents are filed as exhibits:

 

Exhibit Number Description
1 Joint Filing Agreement, dated October 6, 2020, by and among Shah Capital Management, Inc., Shah Capital Opportunity Fund LP, and Himanshu H. Shah.
2 Reporting Person Transactions of Common Stock During the Past 60 days

 

 

 

 

Signature

 

After reasonable inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct.

 

  Date: October 6, 2020  
       
  SHAH CAPITAL MANAGEMENT, INC.  
       
  By: /s/ Himanshu H. Shah  
  Name: Himanshu H. Shah  
  Title: President and Chief Investment Officer  
       
  Date: October 6, 2020  
       
  SHAH CAPITAL OPPORTUNITY FUND LP  
       
  By: /s/ Himanshu H. Shah  
  Name: Himanshu H. Shah  
  Title: Managing Member  
       
  Date: October 6, 2020  
       
  /s/ Himanshu H. Shah  
  Himanshu H. Shah  
       

 

EXHIBIT 1

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the shares of $0.01 par value of Gulfport Energy Corporation, a Delaware corporation, and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

 

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13D and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

 

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.

 

 

 

In witness whereof, each of the undersigned has executed this Agreement as of October 6, 2020.

 

  SHAH CAPITAL MANAGEMENT, INC.  
       
  By: /s/ Himanshu H. Shah  
  Name: Himanshu H. Shah  
  Title: President and Chief Investment Officer  
       
  SHAH CAPITAL OPPORTUNITY FUND LP  
       
  By: /s/ Himanshu H. Shah  
  Name: Himanshu H. Shah  
  Title: Managing Member  
       
  /s/ Himanshu H. Shah  
  Himanshu H. Shah  
       

EXHIBIT 2

 

REPORTING PERSON TRANSACTIONS OF

COMMON STOCK DURING THE PAST 60 DAYS

 

Reporting Person Effecting Transaction Date Type of Transaction Number of Shares Price Per Share How Transaction Effected
Shah Opportunity 8/5/2020 Buy 1,500 1.05 Open Market
Shah Opportunity 8/11/2020 Buy 298,500 0.91 Open Market
Shah Opportunity 8/25/2020 Buy 100,000 0.58 Open Market
Shah Opportunity 9/25/2020 Buy 500,000 0.60 Open Market
Shah Opportunity 9/29/2020 Buy 37,611 0.50 Open Market
Tags:

Legal Notice