SEC Form 4 · accession 0000950103-17-004248
Bonanza Creek Energy, Inc. · BCEI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard J Carty
Officer — President & CEO · Director
Period of report
Apr 28, 2017
Accepted (ET)
May 2, 2017 · 7:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001509589
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 28, 2017 | D | 177,238 | — | D | 0 | D | |
| Common StockF2 | Apr 28, 2017 | A | 1,429 | — | A | 1,429 | D | |
| Common Stock | Apr 28, 2017 | A | 137,814 | $0.00 | A | 139,243 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF1 | — | Apr 28, 2017 | D | 291,666 | D | — | — | Common Stock | 291,666 | 0 | D |
| Performance SharesF1 | — | Apr 28, 2017 | D | 30,124 | D | — | — | Common Stock | 30,124 | 0 | D |
| Warrants | $71.23 | Apr 28, 2017 | A | 5,279 | A | Apr 28, 2017 | Apr 28, 2020 | Common Stock | 5,279 | 5,279 | D |
| Stock OptionsF5 | $34.36 | Apr 28, 2017 | A | 137,814 | A | — | Apr 28, 2027 | Common Stock | 137,814 | 137,814 | D |
Explanation of responses
- F1On December 23, 2016, the Issuer entered into a Restructuring Support and Lock-Up Agreement (the "RSA"), and on January 4, 2017, in accordance with the terms of the RSA, the Issuer and all of its subsidiaries (collectively with the Issuer, the "Debtors") filed voluntary petitions under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the "Court") to pursue the Debtors' Joint Prepackaged Plan of Reorganization Under Chapter 11 of the Bankruptcy Code (as amended, the "Prepackaged Plan"). On April 7, 2017, the Court entered an order confirming the Prepackaged Plan, which order was stayed until April 24, 2017. The Issuer emerged from Chapter 11 on April 28, 2017 (the "Effective Date"). On the Effective Date, all outstanding shares of the Issuer's common stock ("Old Common Stock"), and all equity awards with respect to Old Common Stock, were cancelled and extinguished.
- F2New shares of the Issuer's common stock, par value $0.01 per share ( "New Common Stock"), were issued to certain of the Issuer's stockholders (including the Reporting Person) pursuant to the Prepackaged Plan in exchange for voluntary releases of certain claims and causes of action granted under the Prepackaged Plan.
- F3Represents restricted stock units with respect to New Common Stock granted to the Reporting Person on the Effective Date pursuant to the Issuer's Management Incentive Plan that are scheduled to vest in three equal installments on April 28, 2018, April 28, 2019 and April 28, 2020.
- F4Warrants with respect to New Common Stock were issued to certain of the Issuer's stockholders (including the Reporting Person) pursuant to the Prepackaged Plan in exchange for voluntary releases of certain claims and causes of action granted under the Prepackaged Plan.
- F5Represents stock options with respect to New Common Stock granted to the Reporting Person on the Effective Date pursuant to the Issuer's Management Incentive Plan that are scheduled to vest and become exercisable in three equal installments on April 28, 2018, April 28, 2019 and April 28, 2020.