SCHEDULE: Bayswater Exits Prairie Operating Co. Stake
Beneficial Ownership Exit Filing
Bayswater Exploration & Production, LLC and Bayswater Management Company LP have ceased to be beneficial owners of more than 5% of Prairie Operating Co. common stock.
Summary
- Bayswater Exploration & Production, LLC and Bayswater Management Company LP filed an Amendment No. 2 to Schedule 13G, serving as a final 'exit filing'.
- As of July 15, 2025, Bayswater E&P and Bayswater Management ceased to beneficially own more than 5% of Prairie Operating Co.'s common stock.
- As of September 8, 2025, both Bayswater E&P and Bayswater Management beneficially owned 0 shares of Prairie Operating Co. Common Stock.
- The percentage of class represented by Bayswater's ownership is now 0.0%.
- The calculation is based on 45,618,567 outstanding shares of Common Stock as of June 30, 2025, as reported in Prairie Operating Co.'s Form 10-Q.
Sentiment
Score: 5
Explanation: The filing is neutral and factual, reporting a change in beneficial ownership without expressing positive or negative sentiment from the reporting persons or the issuer.
Positives
- The reporting persons, Bayswater Exploration & Production, LLC and Bayswater Management Company LP, have successfully exited their position in Prairie Operating Co., aligning with their investment strategy.
Negatives
- A significant institutional investor, Bayswater, has fully divested its stake in Prairie Operating Co., which could be interpreted by some as a loss of institutional support.
Future Outlook
This filing is an 'exit filing' and the final amendment to the Schedule 13G, indicating no further reporting obligations for Bayswater regarding this specific beneficial ownership threshold.
Industry Context
This filing reflects a change in the ownership structure of Prairie Operating Co., with a previously significant institutional investor fully divesting its stake. Such changes are common in the dynamic energy sector, where investment firms adjust portfolios based on market conditions, company performance, or strategic shifts.
Related Party Transactions
- Bayswater E&P was designated as the Sellers' Representative in a Purchase and Sale Agreement (PSA) dated February 6, 2025, involving the Issuer and various Bayswater entities, which led to the initial issuance of shares to Bayswater E&P on March 26, 2025. Bayswater Management controls the entities that sold assets to the Issuer pursuant to the PSA.
Stakeholder Impact
- Shareholders: The full divestment by a significant institutional investor could lead to increased trading volume or a shift in the shareholder base, potentially impacting stock liquidity and investor sentiment.
- Management: The company's management will need to continue engaging with the broader investor community to ensure stable ownership and investor confidence following the exit of a large block holder.
Next Steps
- This Amendment No. 2 is the final amendment to the Schedule 13G, indicating no further amendments are expected from Bayswater regarding this specific beneficial ownership.
Key Dates
| Date | Description |
|---|---|
| 2025-02-06 | Date of the Purchase and Sale Agreement (PSA) between the Issuer, Otter Holdings, LLC, Prairie SWD Co., LLC, Prairie Gathering I, LLC, Bayswater Resources LLC, Bayswater Fund III-A, LLC, Bayswater Fund III-B, LLC, Bayswater Fund IV-A, LP, Bayswater Fund IV-B, LP, Bayswater Fund IV-Annex, LP and Bayswater E&P. |
| 2025-03-26 | Shares of Common Stock were issued to Bayswater E&P as the Sellers' Representative pursuant to the PSA. |
| 2025-04-02 | Original Schedule 13G filed by Bayswater Exploration & Production, LLC and Bayswater Management Company LP. |
| 2025-06-30 | Date as of which 45,618,567 shares of Common Stock were outstanding, as reported in the Issuer's quarterly report on Form 10-Q. |
| 2025-07-15 | Date of event which required the filing of this statement; Bayswater E&P and Bayswater Management ceased to be beneficial owners of more than 5% of Prairie Operating Co. common stock. |
| 2025-08-13 | Amendment No. 1 to Schedule 13G filed by Bayswater E&P and Bayswater Management. |
| 2025-09-08 | Date as of which Bayswater E&P and Bayswater Management beneficially owned 0 shares of Common Stock. |
| 2025-09-11 | Signature date for Victor Wind, Senior Vice President and Chief Financial Officer of Bayswater Management Company LP. |
Keywords
Prairie Operating Co., Bayswater Exploration & Production, Bayswater Management Company, Schedule 13G, Beneficial Ownership, Common Stock, Exit Filing, Shareholder, Divestment
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