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    SEC Form SC 13G filed by Civitas Resources Inc.

    1/11/24 5:09:55 PM ET
    $CIVI
    Oil & Gas Production
    Energy
    Get the next $CIVI alert in real time by email
    SC 13G 1 d724443dsc13g.htm SC 13G SC 13G

     

     

    Securities and Exchange Commission

    Washington, D.C. 20549

     

     

    Schedule 13G

    (Rule 13d-102)

    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

    UNDER THE SECURITIES EXCHANGE ACT OF 1934

    (Amendment No.    )*

     

     

    Civitas Resources, Inc.

    (Name of Issuer)

    Common Stock

    (Title of Class of Securities)

    17888H103

    (CUSIP Number)

    January 2, 2024

    (Date of Event Which Requires Filing of this Statement)

     

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

    ☐ Rule 13d-1(b)

    ☒ Rule 13d-1(c)

    ☐ Rule 13d-1(d)

     

    *

    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 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).

     

     

     


    CUSIP No. 17888H103   Schedule 13G   Page 2 of 13

     

      1    

      Names of Reporting Persons

     

      Vencer Energy Holdings, LLC

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      Delaware

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      OO


    CUSIP No. 17888H103   Schedule 13G   Page 3 of 13

     

      1    

      Names of Reporting Persons

     

      Vencer Energy AIV, LLC

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      Cayman Islands

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      OO


    CUSIP No. 17888H103   Schedule 13G   Page 4 of 13

     

      1    

      Names of Reporting Persons

     

      V-US Upstream Co.

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      Delaware

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      CO


    CUSIP No. 17888H103   Schedule 13G   Page 5 of 13

     

      1    

      Names of Reporting Persons

     

      Vitol US Holding Co.

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      Delaware

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      CO


    CUSIP No. 17888H103   Schedule 13G   Page 6 of 13

     

      1    

      Names of Reporting Persons

     

      Euromin Inc.

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      Delaware

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      OO


    CUSIP No. 17888H103   Schedule 13G   Page 7 of 13

     

      1    

      Names of Reporting Persons

     

      Vitol Holding B.V.

      2  

      Check the Appropriate Box if a Member of a Group

      (a)  ☐        (b)  ☐

     

      3  

      SEC Use Only

     

      4  

      Citizenship or Place of Organization

     

      The Netherlands

    Number of

    Shares

     Beneficially 

    Owned by

    Each

    Reporting

    Person

    With

       5    

      Sole Voting Power

     

      0

       6  

      Shared Voting Power

     

      7,181,527

       7  

      Sole Dispositive Power

     

      0

       8  

      Shared Dispositive Power

     

      7,181,527

      9    

      Aggregate Amount Beneficially Owned by Each Reporting Person

     

      7,181,527

    10  

      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

     

      Not Applicable

    11  

      Percent of Class Represented by Amount in Row 9

     

      7.1%

    12  

      Type of Reporting Person

     

      OO


    CUSIP No. 17888H103   Schedule 13G   Page 8 of 13

     

    ITEM 1.

    (a)     Name of Issuer:

    Civitas Resources, Inc. (the “Issuer”).

     

      (b)

    Address of Issuer’s Principal Executive Offices:

    410 17th Street, Suite 1400, Denver, Colorado 80202

     

    ITEM 2.

    (a)     Name of Person Filing:

    Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

    Vencer Energy Holdings, LLC (“Vencer Holdings”),

    Vencer Energy AIV, LLC (“Vencer AIV”),

    V-US Upstream Co. (“V-US”)

    Vitol US Holding Co. (“Vitol US”)

    Euromin Inc. (“Euromin”)

    Vitol Holding B.V. (“Vitol Holding”)

     

      (b)

    Address or Principal Business Office:

    The principal business address for Vitol Holding is Weena 690, 18th Floor, 3012 CN Rotterdam, the Netherlands. The principal business address for Vencer AIV is 94 Solaris Avenue, Camana Bay, P.O. Box 1348, Grand Cayman, KY1-1108. The principal business address for each of the remaining Reporting Persons is 2925 Richmond Ave., 11th Floor, Houston, TX 77098.

     

      (c)

    Citizenship of each Reporting Person is:

    Vitol Holding is organized under the laws of the Netherlands. Vencer AIV is organized under the laws of the Cayman Islands. Each of the other Reporting Persons is organized under the laws of Delaware.

     

      (d)

    Title of Class of Securities:

    Common Stock, par value $0.01per share (“Common Stock”).

     

      (e)

    CUSIP Number:

    17888H103

     

    ITEM 3.

    Not applicable.


    CUSIP No. 17888H103   Schedule 13G   Page 9 of 13

     

    ITEM 4.

    Ownership.

    (a-c)

    The ownership information presented below represents beneficial ownership of the shares of Common Stock as of the date hereof, based upon 100,955,374 shares of Common Stock outstanding as of January 2, 2024.

     

    Reporting Person   

    Amount

    beneficially

    owned

        

    Percent

    of class:

        Sole
    power
    to vote
    or to
    direct
    the vote:
         Shared
    power to
    vote or to
    direct the
    vote:
        

    Sole
    power to
    dispose or
    to direct
    the
    disposition

    of:

        

    Shared

    power to

    dispose or

    to direct

    the

    disposition

    of:

     

    Vencer Energy Holdings, LLC

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    Vencer Energy AIV, LLC

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    V-US Upstream Co.

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    Vitol US Holding Co.

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    Euromin Inc.

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    Vitol Holding B.V.

         7,181,527        7.1 %      0        7,181,527        0        7,181,527  

    Vencer Holdings is the record holder of the shares of Common Stock reported herein. Vitol Holding is the sole shareholder of Euromin, which is the sole shareholder Vitol US. Vitol US is the sole shareholder of V-US, which is the sole member of Vencer AIV, which is the majority member of Vencer Holdings. As a result of such relationships, each of the foregoing entities may be deemed to share beneficial ownership of the shares of Common Stock held by Vencer Holdings.

     

    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.


    CUSIP No. 17888H103   Schedule 13G   Page 10 of 13

     

    ITEM 10.

    Certification.

    By signing below I certify that, to the best of my knowledge and belief, 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, other than activities solely in connection with a nomination under §240.14a-11.


    CUSIP No. 17888H103   Schedule 13G   Page 11 of 13

     

    SIGNATURE

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

    Date: January 11, 2024

     

    Vencer Energy Holdings, LLC
    By:  

    /s/ Nimesh Bhakta

    Name: Nimesh Bhakta
    Title: Director
    Vencer Energy AIV, LLC
    By:  

    /s/ Nimesh Bhakta

    Name: Nimesh Bhakta
    Title: Manager
    V-US Upstream Co.
    By:  

    /s/ Nimesh Bhakta

    Name: Nimesh Bhakta
    Title: Director
    Vitol US Holding Co.
    By:  

    /s/ Richard J. Evans

    Name: Richard J. Evans
    Title: Director
    Euromin Inc.
    By:  

    /s/ Richard J. Evans

    Name: Richard J. Evans
    Title: Director


    CUSIP No. 17888H103   Schedule 13G   Page 12 of 13

     

    Vitol Holding B.V.
    By:  

    /s/ Andries P. Eeltink

    Name: Andries P. Eeltink
    Title: Director
    By:  

    /s/ Valentine J. Douglas

    Name: Valentine J. Douglas
    Title: Director


    CUSIP No. 17888H103   Schedule 13G   Page 13 of 13

     

    LIST OF EXHIBITS

     

    Exhibit No.

      

    Description

    99    Joint Filing Agreement.

     

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      Civitas Resources, Inc. (NYSE:CIVI) ("Civitas" or the "Company"), today announced plans to release its first quarter 2025 operating and financial results after market close on Wednesday, May 7, 2025. A conference call and webcast are planned for 6:30 a.m. MT (8:30 a.m. ET) on Thursday, May 8, 2025. The dial-in number for the call is 888-510-2535, with passcode 4872770. A live webcast and replay of this event will be available on the Investor Relations section of the Company's website at www.civitasresources.com. About Civitas Civitas Resources, Inc. is an independent exploration and production company focused on the acquisition, development, and production of crude oil and liquids-rich n

      4/10/25 4:27:00 PM ET
      $CIVI
      Oil & Gas Production
      Energy
    • Civitas Resources Provides 2025 Outlook Focused on Free Cash Flow and Debt Reduction

      Successful land optimization initiatives and bolt-on acquisition expand high–quality development inventory Civitas Resources, Inc. (NYSE:CIVI) ("Civitas" or the "Company"), today announced its 2025 outlook, including a new debt reduction goal for the year, as well as an enhanced asset portfolio and a recent bolt-on transaction in the Permian Basin. Civitas President and CEO Chris Doyle said, "Our 2025 outlook is designed to maximize free cash flow, capitalizing on the sustainable efficiencies we have delivered in our first full year of operating in the Permian Basin and our strong track record of execution in the DJ Basin. We are maintaining a disciplined posture in 2025 in the face of

      2/24/25 4:18:00 PM ET
      $CIVI
      Oil & Gas Production
      Energy

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    • SEC Form SC 13G filed by Civitas Resources Inc.

      SC 13G - CIVITAS RESOURCES, INC. (0001509589) (Subject)

      11/12/24 9:55:14 AM ET
      $CIVI
      Oil & Gas Production
      Energy
    • Amendment: SEC Form SC 13G/A filed by Civitas Resources Inc.

      SC 13G/A - CIVITAS RESOURCES, INC. (0001509589) (Subject)

      9/4/24 4:36:54 PM ET
      $CIVI
      Oil & Gas Production
      Energy
    • SEC Form SC 13D/A filed by Civitas Resources Inc. (Amendment)

      SC 13D/A - CIVITAS RESOURCES, INC. (0001509589) (Subject)

      5/20/24 9:28:56 PM ET
      $CIVI
      Oil & Gas Production
      Energy