SEC Form 4 · accession 0001109189-16-000445
BASIC ENERGY SERVICES INC · BAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kenneth V Huseman
Other
Period of report
Dec 23, 2016
Accepted (ET)
Dec 30, 2016 · 4:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001109189
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 23, 2016 | J | 37,182 | $0.00 | D | 0 | D | |
| New Common StockF2 | Dec 23, 2016 | J | 65 | $0.00 | A | 65 | D | |
| New Common StockF3 | Dec 23, 2016 | J | 53,943 | $0.00 | A | 54,008 | D | |
| New Common StockF4 | Dec 28, 2016 | S | 10,000 | $33.8276 | D | 44,008 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF5 | $55.25 | Dec 23, 2016 | J | 1,797 | A | Dec 23, 2016 | Dec 23, 2023 | New Common Stock | 1,797 | 1,797 | D |
Explanation of responses
- F1The Issuer and certain of its subsidiaries (collectively with the Issuer, the "Debtors") filed voluntary petitions (the cases commenced thereby, the "Chapter 11 Cases") under chapter 11 of title 11 of the United States Code on October 25, 2016 in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On December 9, 2016, the Bankruptcy Court entered an order approving the First Amended Joint Prepackaged Chapter 11 Plan of Basic Energy Services, Inc. and its Affiliated Debtors (as confirmed, the "Prepackaged Plan"), and on December 23, 2016 (the "Effective Date"), the Prepackaged Plan became effective pursuant to its terms and the Debtors emerged from the Chapter 11 Cases. On the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished.
- F2New shares of the Issuer's common stock, par value $0.01 per share (the "New Common Stock") were issued to all of the Issuer's stockholders (including the Reporting Person) pursuant to the Prepackaged Plan in exchange for the Old Common Stock held by such persons on the Effective Date under the Prepackaged Plan. The receipt of the New Common Stock in exchange for Old Common Stock was involuntary, without consideration and in accordance with the Prepackaged Plan approved by the Bankruptcy Court.
- F3Shares of New Common Stock were issued to holders of the Issuer's 7.75% Senior Notes due 2019 and 7.75% Senior Notes due 2022 (collectively, the "Notes") (including the Reporting Person) pursuant to the Prepackaged Plan in exchange for outstanding Notes held by such persons on the Effective Date under the Prepackaged Plan. The receipt of the New Common Stock in exchange for the Notes was involuntary, without consideration and in accordance with the Prepackaged Plan approved by the Bankruptcy Court.
- F4Reflects the weighted average sales price for the common stock. These shares were sold in multiple transactions at prices ranging from $33.76 to $38.90, inclusive. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F5The warrants were issued to the Reporting Person pursuant to the Prepackaged Plan. The receipt of the warrants was involuntary and without consideration.