0000895345-19-000006.txt : 20190102 0000895345-19-000006.hdr.sgml : 20190102 20190102171410 ACCESSION NUMBER: 0000895345-19-000006 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181228 FILED AS OF DATE: 20190102 DATE AS OF CHANGE: 20190102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ascribe Associates III, LLC CENTRAL INDEX KEY: 0001703901 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502577 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ascribe Opportunities Fund III(B), L.P. CENTRAL INDEX KEY: 0001570000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502578 BUSINESS ADDRESS: STREET 1: C/O ASOF ASSOCIATES III, LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171-8000 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: C/O ASOF ASSOCIATES III, LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171-8000 FORMER NAME: FORMER CONFORMED NAME: American Securities Opportunities Fund III(B), L.P. DATE OF NAME CHANGE: 20130219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ascribe Opportunities Fund III, L.P. CENTRAL INDEX KEY: 0001570001 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502579 BUSINESS ADDRESS: STREET 1: C/O ASOF ASSOCIATES III, LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171-8000 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: C/O ASOF ASSOCIATES III, LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171-8000 FORMER NAME: FORMER CONFORMED NAME: American Securities Opportunities Fund III, L.P. DATE OF NAME CHANGE: 20130219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ascribe III Investments LLC CENTRAL INDEX KEY: 0001673023 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502580 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AMERICAN SECURITIES LLC CENTRAL INDEX KEY: 0001475483 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502581 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 212 476-8000 MAIL ADDRESS: STREET 1: 299 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ascribe Capital LLC CENTRAL INDEX KEY: 0001673022 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33816 FILM NUMBER: 19502582 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 299 PARK AVENUE STREET 2: 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nuverra Environmental Solutions, Inc. CENTRAL INDEX KEY: 0001403853 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6720 N. SCOTTSDALE ROAD STREET 2: SUITE 190 CITY: SCOTTSDALE STATE: AZ ZIP: 85253 BUSINESS PHONE: 602-903-7802 MAIL ADDRESS: STREET 1: 6720 N. SCOTTSDALE ROAD STREET 2: SUITE 190 CITY: SCOTTSDALE STATE: AZ ZIP: 85253 FORMER COMPANY: FORMER CONFORMED NAME: Heckmann Corp DATE OF NAME CHANGE: 20111205 FORMER COMPANY: FORMER CONFORMED NAME: Heckmann CORP DATE OF NAME CHANGE: 20070620 4 1 form4.xml X0306 4 2018-12-28 0001403853 Nuverra Environmental Solutions, Inc. NONE 0001673022 Ascribe Capital LLC 299 PARK AVENUE, 34TH FLOOR NEW YORK NY 10171 true 0001475483 AMERICAN SECURITIES LLC 299 PARK AVENUE NEW YORK NY 10171 true 0001673023 Ascribe III Investments LLC 299 PARK AVENUE, 34TH FLOOR NEW YORK NY 10171 true 0001570001 Ascribe Opportunities Fund III, L.P. 299 PARK AVENUE, 34TH FLOOR NEW YORK NY 10171-8000 true 0001570000 Ascribe Opportunities Fund III(B), L.P. 299 PARK AVENUE, 34TH FLOOR NEW YORK NY 10171-8000 true 0001703901 Ascribe Associates III, LLC 299 PARK AVENUE, 34TH FLOOR NEW YORK NY 10171 true Common Stock 2018-12-28 4 X 0 1495607 9.61 A 6905566 D Common Stock 2018-12-28 4 P 0 116313 9.61 A 7021879 D Subscription Rights (Right to buy) 9.61 2018-12-28 4 X 0 1495607 0 D 2018-12-10 2018-12-28 Common Stock 1495607 0 D Represents the exercise of subscription rights in the Nuverra Environmental Solutions, Inc. ("Nuverra") rights offering, as described in Nuverra's prospectus dated December 10, 2018, 2018 (the "Rights Offering") by Ascribe II Investments LLC ("Fund II") and Ascribe III Investments LLC ("Fund III"), with each right entitling the holder to purchase one share of Nuverra's common stock, resulting in the purchase by Fund II and Fund III of 121,534 and 1,374,073 shares of Nuverra's common stock, respectively. Represents the purchase by Fund II and Fund III of 9,444 and 106,869 shares, respectively, of Nuverra's common stock, pursuant to the backstop commitment letter, dated October 5, 2018, filed as exhibit 10.11 to Nuverra's Current Report on Form 8-K filed with the SEC on October 11, 2018. Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Fund III. Ascribe Management LLC ("Ascribe Management") is the investment manager of Fund II (Fund II, together with Fund III, the "Funds"). The Funds hold common stock, par value $0.01, of the issuer. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital and Ascribe Management. Ascribe Opportunities Fund III, L.P. ("Opportunities III") and Ascribe Opportunities Fund III(B), L.P. ("Opportunities III(B)") are the sole members of Fund III. Ascribe Associates III, LLC ("Associates III") is the general partner of Opportunities III and Opportunities III(B). Ascribe Opportunities Fund II, L.P. ("Opportunities II") and Ascribe Opportunities Fund II(B), L.P. ("Opportunities II(B)") are the sole members of Fund II. Ascribe Associates II, LLC ("Associates II") is the general partner of Opportunities II and Opportunities II(B). Each of Ascribe Capital, Ascribe Management, American Securities, Associates III, Opportunities III, Opportunities III(B), Associates II, Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of the common stock of the issuer held by the Funds. Each of Ascribe Capital, Ascribe Management, American Securities, Associates III, Opportunities III, Opportunities III(B), Associates II, Opportunities II and Opportunities II(B), disclaims beneficial ownership of the common stock held by the Funds, except to the extent of its pecuniary interests. Due to the limitations of the Securities and Exchange Commission's EDGAR system, Ascribe Management, Fund II, Associates II, Opportunities II and Opportunities II(B), have filed a separate Form 4. Ascribe Capital LLC, By: /s/ Lawrence First, as Managing Director 2019-01-02 American Securities LLC, By Ascribe Capital LLC, its investment manager, By: /s/ Michael G. Fisch, as Chief Executive Officer 2019-01-02 Ascribe III Investments LLC, By Ascribe Capital LLC, its investment manager, By: /s/ Lawrence First, as Managing Director 2019-01-02 Ascribe Opportunities Fund III, L.P., By Ascribe Capital LLC, its investment manager, By: /s/ Lawrence First, as Managing Director 2019-01-02 Ascribe Opportunities Fund III(B), L.P., By Ascribe Capital LLC, its investment manager, By: /s/ Lawrence First, as Managing Director 2019-01-02 Ascribe Associates III, LLC, By American Securities LLC, its managing member, By: /s/ Michael G. Fisch, as Chief Executive Officer 2019-01-02