CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
PHAWK,
LLC |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
PHAWK,
LLC ("PHAWK") is a limited liability company organized under the laws of
the State of Delaware. |
Number
of |
(7) |
Sole
Voting Power |
8,245,757 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
0 | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
8,245,757 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
0 |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,245,757 |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(1) |
(14) |
Type
of Reporting Person (See Instructions) |
OO |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
EnCap
Energy Capital Fund IV, L.P. |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a) o |
(b) o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
EnCap
Energy Capital Fund IV, L.P. ("EnCap IV") is a limited partnership
organized under the laws of the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
16,810 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,245,757
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
16,810 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,245,757
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
PN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
EnCap
Energy Capital Fund IV-B, L.P. |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
EnCap
Energy Capital Fund IV-B, L.P. ("EnCap IV-B") is a limited partnership
organized under the laws of the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,245,757(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,245,757
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,245,757
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
PN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
EnCap
Equity Fund IV GP, L.P. |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
EnCap
Equity Fund IV GP, L.P. ("EnCap Equity") is a limited partnership
organized under the laws of the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
PN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
EnCap
Investments L.P. |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
EnCap
Investments L.P. ("EnCap Investments") is a limited partnership organized
under the laws of the State of
Delaware. |
|
Number
of |
|
(7) |
Sole
Voting Power |
0 | ||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
PN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
EnCap
Investments GP, L.L.C. |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
EnCap
Investments GP, L.L.C. ("EnCap Investments GP") is a limited liability
company organized under the laws of the State of
Delaware. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
OO |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
RNBD
GP LLC |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a) o |
(b) o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
RNBD
GP LLC ("RNBD") is a limited liability company organized under the laws of
the State of Delaware. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
OO |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
David
B. Miller |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a) o |
(b) o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
David
B. Miller is a resident the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
IN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
D.
Martin Phillips |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
D.
Martin Phillips is a resident the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
IN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
Gary
R. Petersen |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
Gary
R. Petersen is a resident the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
IN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1)
|
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
Robert
L. Zorich |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
Robert
L. Zorich is a resident the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,262,567
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,262,567
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,262,567
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
IN |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
FCW,
LLC |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
FCW,
LLC ("FCW") is a limited liability company organized under the laws of the
State of Delaware. |
Number
of |
(7) |
Sole
Voting Power |
0 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,245,757
(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
0 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,245,757
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,245,757
(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.3%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
OO |
CUSIP
NO.
716495106 |
SCHEDULE
13D |
(1) |
Names
of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities
only) |
|
Floyd
C. Wilson |
||
(2) |
Check
the Appropriate Box if a Member of a Group (See
Instructions) |
(a)
o |
(b)
o | ||
(3) |
SEC
Use Only |
|
(4) |
Source
of Funds (See Instructions) |
OO |
(5) |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or
2(e) |
o |
(6) |
Citizenship
or Place of Organization |
Floyd
C. Wilson is a resident the State of
Texas. |
Number
of |
(7) |
Sole
Voting Power |
109,333 | ||||
Shares
Bene- |
|||||||
ficially |
(8) |
Shared
Voting Power |
8,245,757(1) | ||||
Owned
by |
|||||||
Each |
(9) |
Sole
Dispositive Power |
109,333 | ||||
Reporting |
|||||||
Person
With |
(10) |
Shared
Dispositive Power |
8,245,757
(1) |
(11) |
Aggregate
Amount Beneficially Owned by Each Reporting Person |
8,355,090(2) |
(12) |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |
o |
(13) |
Percent
of Class Represented by Amount in Row (11) |
18.5%(3) |
(14) |
Type
of Reporting Person (See Instructions) |
IN |
Item 1. | Security and Issuer. |
Item 2. | Identity and Background. |
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 4. | Purpose of Transaction. |
Item 5. | Interest in Securities of the Issuer. |
Common
Stock |
Warrants;
Stock Options |
||||
Name: |
Sole: |
Shared: |
Sole: |
Shared: |
Percent
of Class(1) |
PHAWK,
LLC |
3,245,757 |
0 |
5,000,000(2) |
0 |
18.3% |
EnCap
Energy Capital Fund IV, L.P. |
16,810 |
3,245,757 |
0 |
5,000,000(2) |
18.3% |
EnCap
Energy Capital Fund IV-B, L.P. |
0 |
3,245,757 |
0 |
5,000,000(2) |
18.3% |
EnCap
Equity Fund IV GP, L.P. |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
EnCap
Investments L.P. |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
EnCap
Investments GP, L.L.C. |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
RNBD
GP LLC |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
David
B. Miller |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
D.
Martin Phillips |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
Gary
R. Petersen |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
Robert
L. Zorich |
0 |
3,262,567 |
0 |
5,000,000(2) |
18.3% |
FCW,
LLC |
0 |
3,245,757 |
0 |
5,000,000(2) |
18.3% |
Floyd
C. Wilson |
1,000 |
3,245,757 |
108,333(3) |
5,000,000(2) |
18.5% |
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to the Securities of the Issuer. |
Item 7. | Material to Be Filed as Exhibits. |
Date: April 12, 2005 | |||
PHAWK,
LLC | |||
By: |
/s/
Floyd C. Wilson | ||
Floyd
C. Wilson | |||
Title: |
President
and Chief Executive Officer | ||
EnCap
Energy Capital Fund IV, L.P., | |||
By: |
EnCap
Equity Fund IV GP, L.P., | ||
its
general partner | |||
by: |
EnCap
Investments L.P., its general partner | ||
by: |
EnCap
Investments GP, L.L.C., | ||
its
general partner | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director | ||
EnCap
Energy Capital Fund IV-B, L.P., | |||
By: |
EnCap
Equity Fund IV GP, L.P., | ||
its
general partner | |||
By: |
EnCap
Investments L.P., its general partner, | ||
By: |
EnCap
Investments GP, L.L.C., | ||
its
general partner | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director |
EnCap
Equity Fund IV GP, L.P. | |||
By: |
EnCap
Investments L.P., its general partner | ||
By: |
EnCap
Investments GP, L.L.C., | ||
its
general partner | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director | ||
|
EnCap
Investments L.P., | |||
By: |
EnCap
Investments GP, L.L.C., | ||
its
general partner | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director | ||
EnCap
Investments GP, L.L.C. | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director | ||
RNBD
GP LLC | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
Title: |
Senior
Managing Director | ||
David
B. Miller | |||
By: |
/s/
David B. Miller | ||
David
B. Miller | |||
D.
Martin Phillips | |||
By: |
/s/
D. Martin Phillips | ||
D.
Martin Phillips | |||
Gary
R. Petersen | |||
By: |
/s/
Gary R. Petersen | ||
Gary
R. Petersen | |||
Robert
L. Zorich | |||
By: |
/s/
Robert L. Zorich | ||
Robert
L. Zorich |
FCW,
LLC | |||
By: |
/s/
Floyd C. Wilson | ||
Floyd
C. Wilson | |||
Title: |
Manager | ||
Floyd
C. Wilson | |||
By: |
/s/
Floyd C. Wilson | ||
Floyd
C. Wilson |