SEC Form 5 · accession 0001330849-16-000113
HERCULES OFFSHORE, INC. · HERO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Troy L Carson
Officer — SVP & Chief Financial Officer
Period of report
Dec 31, 2015
Accepted (ET)
Jan 29, 2016 · 5:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001330849
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Old Common StockF1 | Nov 6, 2015 | J | 100,760 | — | D | 0 | D | |
| Common StockF2 | Nov 6, 2015 | J | 436,128 | $0.00 | D | 0 | D | |
| New Common StockF1 | Nov 6, 2015 | J | 374 | — | A | 374 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1,F3 | $25.64 | Nov 6, 2015 | J | 5,100 | D | — | Feb 14, 2018 | Old Common Stock | 5,100 | 0 | D |
| Stock Option (Right to Buy)F1,F3 | $1.65 | Nov 6, 2015 | J | 40,000 | D | — | Feb 25, 2019 | Old Common Stock | 40,000 | 0 | D |
| Stock Option (Right to Buy)F1,F3 | $3.89 | Nov 6, 2015 | J | 60,000 | D | — | Feb 24, 2020 | Old Common Stock | 60,000 | 0 | D |
| Stock Option (Right to Buy)F1,F3 | $3.09 | Nov 6, 2015 | J | 75,000 | D | — | May 7, 2020 | Old Common Stock | 75,000 | 0 | D |
| Warrants expiring 2021F1 | $70.50 | Nov 6, 2015 | J | 3,023 | A | Nov 6, 2015 | — | New Common Stock | 3,023 | 3,023 | D |
Explanation of responses
- F1Pursuant to the Issuer's Prepackaged Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code, which was confirmed by the United States Bankruptcy Court for the District of Delaware, and became effective on November 6, 2015 (the "Plan"), all equity interests in the Issuer outstanding prior to effectiveness were cancelled, and for each share of common stock, par value $0.01 per share, issued and outstanding prior to the effectiveness of the Plan (the "Old Common Stock") (a) .00372120 share of new common stock, par value $0.01 per share (the "New Common Stock") and (b) .03000969 warrant exercisable at a price of $70.50 per share (the "Warrants") were issued. The Warrants are exercisable until November 8, 2021 unless they earlier expire in accordance with their terms. No fractional shares of New Common Stock or Warrants were issued.
- F2Restricted stock cancelled pursuant to the Plan.
- F3The stock options became exercisable in three equal amounts on each of the first three anniversaries of the date of grant.
Remarks
This report is being filed to report the cancellation of the reporting person's Old Common Stock (and other derivative securities), and the issuance to the reporting person of shares of New Common Stock and Warrants (all as defined in the footnotes below). Each of the transactions reported on this report is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-7 thereunder.