Edgar Filing: CONTANGO OIL & GAS CO

SC 13D/A

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

(Amendment No. 2)*

Contango Oil & Gas Company

(Name of Issuer)

Common Stock, par value $0.04 per share

(Title of Class of Securities)

21075N204

(CUSIP Number)

Todd E. Molz

General Counsel, Chief Administrative Officer & Managing Director

Oaktree Capital Group Holdings GP, LLC

333 South Grand Avenue, 28th Floor

Los Angeles, California 90071

(213) 830-6300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 29, 2017

(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 that 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(b) 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 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).

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM GW Holdings, LLC
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Principal Opportunities Fund III, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the managing member of OCM GW Holdings, LLC.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Principal Opportunities Fund III GP, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the general partner of OCM Principal Opportunities Fund III, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Fund GP I, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the general partner of OCM Principal Opportunities Fund III GP, L.P. and the sole shareholder of OCM Principal Opportunities Fund IV GP, Ltd.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Capital I, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the general partner of Oaktree Fund GP I, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Holdings I, LLC*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

*	Solely in its capacity as the general partner of Oaktree Capital I, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Holdings, LLC*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

*	Solely in its capacity as the managing member of OCM Holdings I, LLC.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Capital Group, LLC*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

*	Solely in its capacity as the managing member of Oaktree Holdings, LLC and the sole shareholder of Oaktree Holdings, Inc.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Capital Group Holdings GP, LLC*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

*	Solely in its capacity as the duly appointed manager of Oaktree Capital Group, LLC.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Crimson Holdings, LLC
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Principal Opportunities Fund IV, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the managing member of OCM Crimson Holdings, LLC.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Principal Opportunities Fund IV GP, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the general partner of OCM Principal Opportunities Fund IV, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM Principal Opportunities Fund IV GP, Ltd.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

*	Solely in its capacity as the general partner of OCM Principal Opportunities Fund IV GP, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Capital Management, L.P.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person PN

*	Solely in its capacity as the sole director of OCM Principal Opportunities Fund IV GP, Ltd., the investment manager of OCM Principal Opportunities Fund III, L.P. and OCM Principal Opportunities Fund IV, L.P. and the managing member of OCM FIE, LLC.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Oaktree Holdings, Inc.*
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person CO

*	Solely in its capacity as the general partner of Oaktree Capital Management, L.P.

SCHEDULE 13D


1	Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person OCM FIE, LLC
2	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ☐
3	SEC Use Only
4	Source of Funds Not applicable
5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7	Sole Voting Power 0
		8	Shared Voting Power
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power
11	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ☐
13	Percent of Class Represented by Amount in Row (11) 0.0%
14	Type of Reporting Person OO

This Amendment No. 2 (this “Amendment No. 2”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on October 31, 2013 (the “Original Schedule 13D”), as amended and restated by Amendment No. 1 to the Original Schedule 13D, filed with the SEC on January 31, 2014 (“Amendment No. 1”), solely to reflect sales of the Common Stock by the Reporting Persons (as defined below).

Except as set forth herein, the Original Schedule 13D, as amended and restated by Amendment No. 1 is unmodified and remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in Amendment No. 1.

Item 2.

Identity and Background

Items 2(a)-(c) and Item 2(f) of Amendment No. 1 is hereby amended and supplemented as follows:

This Amendment No. 2 is filed jointly, pursuant to a joint filing agreement attached hereto as Exhibit 1, by:

(a)-(c) & (f)

(1) OCM GW Holdings, LLC, a Delaware limited liability company (“OCM GW”), whose principal business is to hold the shares of Common Stock of the Issuer;

(2) OCM Crimson Holdings, LLC, a Delaware limited liability company (“OCM Crimson”), whose principal business is to hold the shares of Common Stock of the Issuer;

(3) OCM Principal Opportunities Fund III, L.P., a Delaware limited partnership (“POF III”), whose principal business is to generally invest in securities and obligations of other entities over which there is a potential for POF III to exercise significant influence;

(4) OCM Principal Opportunities Fund IV, L.P., a Cayman Islands limited partnership and the managing member of OCM Crimson (“POF IV” and together with POF III, the “Oaktree Funds”), whose principal business is to generally invest in securities and obligations of other entities over which there is a potential for POF IV to exercise significant influence;

(5) OCM Principal Opportunities Fund III GP, L.P., a Delaware limited partnership (“POF III GP”), whose principal business is to serve as, and perform the functions of, the general partner of POF III and certain related funds;

(6) Oaktree Fund GP I, L.P., a Delaware limited partnership (“GP I”), whose principal business is to (i) serve as, and perform the functions of, the general partner of certain investment funds or to serve as, and perform the functions of, the managing member of the general partner of certain investment funds or (ii) to act as the sole shareholder of certain controlling entities of certain investment funds;

(7) Oaktree Capital I, L.P., a Delaware limited partnership (“Capital I”), whose principal business is to serve as, and perform the functions of, the general partner of GP I;

(8) OCM Holdings I, LLC, a Delaware limited liability company (“Holdings I”), whose principal business is to serve as, and perform the functions of, the general partner of Capital I and to hold limited partnership interests in Capital I;

(9) Oaktree Holdings, LLC, a Delaware limited liability company (“Holdings LLC”), whose principal business is to serve as, and perform the functions of, the managing member of Holdings I;

(10) Oaktree Capital Group, LLC, a Delaware limited liability company (“OCG”), whose principal business is to act as the holding company and controlling entity of each of the general partner and investment adviser of certain investment funds and separately managed accounts;

(11) Oaktree Capital Group Holdings GP, LLC, a Delaware limited liability company (“OCGH GP”), whose principal business is to serve as, and perform the functions of, the general partner of Oaktree Capital Group Holdings, L.P. and as manager of OCG;

(12) OCM Principal Opportunities Fund IV GP, L.P., a Cayman Islands exempted limited partnership (the “POF IV GP”), whose principal business is to serve as, and perform the functions of, the general partner of the POF IV;

(13) OCM Principal Opportunities Fund IV GP, Ltd., a Cayman Islands exempted company (“POF IV Ltd.”), whose principal business is to serve as, and perform the functions of, the general partner of POF IV GP;

(14) Oaktree Capital Management, L.P., a Delaware limited partnership (“OCM”), whose principal business is to provide investment advisory services to investment funds and accounts;

(15) Oaktree Holdings, Inc., a Delaware corporation (“Holdings Inc.”), whose principal business is to serve as, and perform the functions of, the general partner of certain entities affiliated with the Reporting Persons and to hold limited partnership interests in such entities; and

(16) OCM FIE, LLC, a Delaware corporation (“FIE”, and collectively with the entities described in the forgoing clauses (1) through (15), the “Reporting Persons”), whose principal business is to serve as, and perform the functions of, the general partner, manager or managing member of certain special purpose vehicles and to act as a holding company of economic interests in various issuers.

Item 5.

Interest in Securities of the Issuer

Items 5(a)-(c) and 5(e) of Amendment No. 1 are hereby amended and supplemented as follows:

(a) - (c)

The information contained on the cover pages of this Amendment No. 2 is incorporated herein by reference.

As of the date of this Amendment No. 2, the Reporting Persons no longer beneficially own any shares of the Common Stock.

Information concerning transactions in the shares of Common Stock effected by the Reporting Persons during the past sixty days is set forth in Annex A hereto and is incorporated herein by reference. All of the transactions in shares of Common Stock listed hereto were effected through a brokered block trade.

(e) The Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock on November 29, 2017.

Item 7.

Material to be Filed as Exhibits

The following are filed herewith as Exhibits to this Amendment No. 2:


Exhibit 1		Joint Filing Agreement, by and among the Reporting Persons.

SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this Amendment No. 2 to Schedule 13D is true, complete and correct.

Dated as of December 5, 2017.


				OCM GW HOLDINGS, LLC

				By:		OCM Principal Opportunities Fund III, L.P.
				Its:		Managing Member

				By:		OCM Principal Opportunities Fund III GP, L.P.
				Its:		General Partner

				By:		Oaktree Fund GP I, L.P.
				Its:		General Partner

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Authorized Signatory

				OCM PRINCIPAL OPPORTUNITIES FUND III, L.P.

				By:		OCM Principal Opportunities Fund III GP, L.P.
				Its:		General Partner

				By:		Oaktree Fund GP I, L.P.
				Its:		General Partner

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Authorized Signatory

				OCM PRINCIPAL OPPORTUNITIES FUND III GP, L.P.

				By:		Oaktree Fund GP I, L.P.
				Its:		General Partner

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Authorized Signatory

				OAKTREE FUND GP I, L.P.

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Authorized Signatory

				OAKTREE CAPITAL I, L.P.

				By:		OCM Holdings I, LLC
				Its:		General Partner

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President


				OCM HOLDINGS I, LLC

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OAKTREE HOLDINGS, LLC

				By:		Oaktree Capital Group, LLC
				Its:		Managing Member

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OAKTREE CAPITAL GROUP, LLC

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OAKTREE CAPITAL GROUP HOLDINGS GP, LLC

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OCM CRIMSON HOLDINGS, LLC

				By:		OCM Principal Opportunities Fund IV, L.P.
				Its:		Managing Member

				By:		OCM Principal Opportunities Fund IV GP, L.P.
				Its:		General Partner

				By:		OCM Principal Opportunities Fund IV GP Ltd.
				Its:		General Partner

				By:		Oaktree Capital Management, L.P.
				Its:		Director

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OCM PRINCIPAL OPPORTUNITIES FUND IV, L.P.

				By:		OCM Principal Opportunities Fund IV GP, L.P.
				Its:		General Partner

				By:		OCM Principal Opportunities Fund IV GP Ltd.
				Its:		General Partner

				By:		Oaktree Capital Management, L.P.
				Its:		Director

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President


				OCM PRINCIPAL OPPORTUNITIES FUND IV GP, L.P.

				By:		OCM Principal Opportunities Fund IV GP Ltd.
				Its:		General Partner

				By:		Oaktree Capital Management, L.P.
				Its:		Director

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OCM PRINCIPAL OPPORTUNITIES FUND IV GP LTD.

				By:		Oaktree Capital Management, L.P.
				Its:		Director

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OAKTREE CAPITAL MANAGEMENT, L.P.

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OAKTREE HOLDINGS, INC.

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

				OCM FIE, LLC

				By:		Oaktree Capital Management, L.P.
				Its:		Managing Member

				By:		/s/ Brian Price
				Name:		Brian Price
				Title:		Vice President

ANNEX A

TRANSACTIONS IN THE COMMON STOCK BY THE REPORTING PERSONS

The following tables set forth all transactions in the Common Stock effected by the Reporting Persons in the past sixty days. All prices per share exclude commissions.

OCM GW Holdings, LLC


Date of Sale	Total Shares Sold		Price Per Share		How Effected
11/29/2017		1,287,611	$	2.3204	Brokered block trade

OCM Crimson Holdings, LLC


Date of Sale	Total Shares Sold		Price Per Share		How Effected
11/29/2017		121	$	2.3204	Brokered block trade

OCM FIE, LLC


Date of Sale	Total Shares Sold		Price Per Share		How Effected
11/29/2017		9,081	$	2.3204	Brokered block trade