0001109189-16-000451.txt : 20161230
0001109189-16-000451.hdr.sgml : 20161230
20161230170455
ACCESSION NUMBER: 0001109189-16-000451
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161223
FILED AS OF DATE: 20161230
DATE AS OF CHANGE: 20161230
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BASIC ENERGY SERVICES INC
CENTRAL INDEX KEY: 0001109189
STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389]
IRS NUMBER: 542091194
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 801 CHERRY STREET
STREET 2: SUITE 2100
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-334-4100
MAIL ADDRESS:
STREET 1: 801 CHERRY STREET
STREET 2: SUITE 2100
CITY: FORT WORTH
STATE: TX
ZIP: 76102
FORMER COMPANY:
FORMER CONFORMED NAME: SIERRA WELL SERVICE INC
DATE OF NAME CHANGE: 20000313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bissett John Cody
CENTRAL INDEX KEY: 0001543993
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32693
FILM NUMBER: 162077981
MAIL ADDRESS:
STREET 1: 801 CHERRY STREET
STREET 2: SUITE 2100
CITY: FORT WORTH
STATE: TX
ZIP: 76102
4/A
1
wf-form4a_148313548278710.xml
FORM 4/A
X0306
4/A
2016-12-23
2016-12-28
0
0001109189
BASIC ENERGY SERVICES INC
BAS
0001543993
Bissett John Cody
801 CHERRY STREET
SUITE 2100
FORT WORTH
TX
76102
0
1
0
0
VP, Controller and CAO
Common Stock
2016-12-23
4
J
0
43428
0
D
0
D
New Common Stock
2016-12-23
4
J
0
76
0
A
76
D
New Common Stock
2016-12-23
4
M
0
8095
0
A
8171
D
New Common Stock
2016-12-28
4
F
0
2270
36
D
5901
D
Restricted Stock Units
2016-12-23
4
A
0
24283
0
A
New Common Stock
24283.0
24283
D
Restricted Stock Units
2016-12-23
4
M
0
8095
0
D
New Common Stock
8095.0
16188
D
Stock options (right to buy)
36.55
2016-12-23
4
A
0
9713
0
A
2026-12-23
New Common Stock
9713.0
9713
D
Warrants
55.25
2016-12-23
4
J
0
2099
0
A
2016-12-23
2023-12-23
New Common Stock
2099.0
2099
D
The 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.
New 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.
Promptly following the vesting date (but no later than 30 days following such vesting date), the restricted stock units will be settled by the Issuer into New Common Stock on a one-for-one basis; provided, the Issuer, it in sole discretion, has the option to settle the Restricted Stock Units in cash (subject to applicable withholding taxes).
In connection with the vesting of restricted stock units, the Issuer withheld vested shares and agreed to satisfy the Reporting Person's tax withholding obligations in lieu of cash. The number of vested shares withheld was based on the closing price on December 27, 2016. The number of shares indicated in this Form 4 were acquired as treasury stock by the Issuer.
The restricted stock units vest in three equal annual installments: 1/3 on the Effective Date, 1/3 on December 23, 2017 and 1/3 on December 23, 2018.
The option vests in three equal annual installments: 1/3 on December 23, 2017, 1/3 on December 23, 2018 and 1/3 on December 23, 2019.
The warrants were issued to the Reporting Person pursuant to the Prepackaged Plan. The receipt of the warrants was involuntary and without consideration.
The original Form 4 filing reported an "S" transaction code and indicated that the disposition referenced in footnote 4 was made through a "broker sale." This amendment reflects a net share withholding by the Issuer of the same number of shares to satisfy the Reporting Person's tax withholding obligations in lieu of cash, without any broker sale. Such New Common Shares were acquired as treasury stock by the Issuer.
/s/ John Cody Bissett
2016-12-30