SEC Form 4 · accession 0001493152-15-001383
Eco-Stim Energy Solutions, Inc. · ESES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Albright Capital Management LLC
10% Owner
Period of report
Oct 28, 2014
Accepted (ET)
Apr 13, 2015 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001135657
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Feb 19, 2015 | P | 173,911 | $5.75 | A | 1,507,244 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible NotesF2,F3 | $6.00 | Oct 28, 2014 | J | — | A | Oct 28, 2014 | May 28, 2018 | Common Stock | 1,689,351 | — | D |
Explanation of responses
- F1ACM Emerging Markets Master Funds I, L.P. (the "Fund") purchased 173,911 shares (the "Securities") at a price of $5.75 per share on February 19, 2015 in an underwritten public offering by Eco-Stim Energy Solutions, Inc. (the "Issuer").
- F2The Issuer previously issued to the Fund a multiple draw secured promissory note (the "Convertible Note") with a maximum aggregate principal amount of $22,000,000, convertible into Common Stock at a price of $6 per share. On October 28, 2014, the Issuer drew $10,136,115, the remainder of the Convertible Note, convertible into 1,689,351 shares of Common Stock at the option of the Fund, for a total balance of $22,000,000, such total balance convertible into 3,666,666 shares of Common Stock at the option of the Fund.
- F3Albright Capital Management LLC (the "GP"), as general partner of the Fund, may be deemed to beneficially own the securities reported herein to the extent of its direct or indirect interest in the Fund. Pursuant to Rule 16a-1(a)(4) under the Securities Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the GP is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities in excess of its pecuniary interests, if any.
Remarks
The Fund and the GP are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.