SEC Form 4 · accession 0000899243-16-025320
Verso Corp · VRS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert M Amen
Director
Period of report
Jul 15, 2016
Accepted (ET)
Jul 19, 2016 · 4:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001421182
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jul 15, 2016 | J | 2,636 | — | A | 2,636 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF1,F2 | $27.86 | Jul 15, 2016 | J | 277 | A | Jul 15, 2016 | Jul 15, 2023 | Class A Common Stock | 277 | 277 | D |
Explanation of responses
- F1On January 26, 2016, the Issuer and substantially all of its direct and indirect subsidiaries (the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On June 23, 2016, the Bankruptcy Court entered an order confirming the Debtors' First Modified Third Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated as of June 20, 2016 (the "Plan") and on July 15, 2016 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases. On the Effective Date, all outstanding shares of the Issuer's old common stock were cancelled and extinguished.
- F2(continued from Footnote 1) In addition, on the Effective Date, all of the Issuer's 11.75% Senior Secured Notes due 2019 (the "Notes") were cancelled and holders of the outstanding Notes received their pro rata share of the Issuer's new Class A common stock (the "New Common Stock") and warrants (the "Plan Warrants"), with each Plan Warrant initially exercisable for one share of New Common Stock at an initial exercise price of $27.86 per share. This report is being filed to report the issuance of shares of New Common Stock and Plan Warrants to the Reporting Person in connection with the cancellation of the Notes pursuant to the Plan.