0000899243-18-002618.txt : 20180202 0000899243-18-002618.hdr.sgml : 20180202 20180202142427 ACCESSION NUMBER: 0000899243-18-002618 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180202 FILED AS OF DATE: 20180202 DATE AS OF CHANGE: 20180202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAMPTON ASSET HOLDING LTD CENTRAL INDEX KEY: 0001536878 STATE OF INCORPORATION: D8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38382 FILM NUMBER: 18570058 BUSINESS ADDRESS: STREET 1: NERINE CHAMBERS PO BOX 905 STREET 2: ROAD TOWN CITY: TORTOLA STATE: D8 ZIP: VG1130 BUSINESS PHONE: 6584281368 MAIL ADDRESS: STREET 1: 298 TIONG BAHRU ROAD, NO. 13-01 STREET 2: CENTRAL PLAZA CITY: SINGAPORE STATE: U0 ZIP: 168730 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FTS International, Inc. CENTRAL INDEX KEY: 0001529463 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 451610731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 777 MAIN STREET STREET 2: SUITE 2900 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: (817) 862-2000 MAIL ADDRESS: STREET 1: 777 MAIN STREET STREET 2: SUITE 2900 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER COMPANY: FORMER CONFORMED NAME: FTS International, LLC DATE OF NAME CHANGE: 20111020 FORMER COMPANY: FORMER CONFORMED NAME: FTS International, Inc. DATE OF NAME CHANGE: 20111020 FORMER COMPANY: FORMER CONFORMED NAME: Frac Tech International, LLC DATE OF NAME CHANGE: 20110907 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-02-02 0 0001529463 FTS International, Inc. FTSI 0001536878 HAMPTON ASSET HOLDING LTD CCS TRUSTEES LIMITED, 263 MAIN STREET P.O. BOX 2196, ROAD TOWN TORTOLA D8 VIRGIN ISLANDS, BRITISH 0 0 1 0 Common Stock, par value $0.01 11895935 I See Footnote Common Stock, par value $0.01 884291 I See Footnote Represents the shares held directly by Senja Capital Ltd ("Senja"), wholly-owned by RRJ Capital Master Fund I, L.P. ("RRJ Master"). RRJ Capital Ltd ("RRJ Capital") is the general partner of RRJ Master. Represents the shares held directly by Hampton Asset Holding Ltd. ("Hampton"), wholly-owned by Mr. Ong Tiong Sin ("Mr. Ong"). Exhibit List: Exhibit 24 - Power of Attorney The Issuer, Senja and Hampton entered into an investors' rights agreement, pursuant to which Senja and Hampton will have the right to collectively nominate one director so long as they beneficially own, together, at least 5% of the common stock of the Issuer. This investors' rights agreement is further detailed in the Form S-1/A filed by the Issuer on February 1, 2018. Mr. Ong is (A) a director (one of five directors, the other four directors of RRJ Capital being Ong Tiong Boon, Eddie Teh Ewe Guan, Rizal Bin Ishak and Kim Young So) and sole shareholder of RRJ Capital, (B) a limited partner in RRJ Master through a special purpose vehicle, (C) a director (one of two directors, the other director of Senja being Kim Young So) of Senja, and (D) the sole director and sole shareholder of Hampton. Mr. Ong disclaims beneficial ownership of any shares owned directly or indirectly by Senja, except to the extent of his pecuniary interest therein. As such, the shares attributed to Mr. Ong represent a sum of the shares beneficially owned by Senja and Hampton. /s/ Oscar Franklin B. Tan, attorney-in-fact 2018-02-02 EX-24 2 attachment1.htm EX-24 DOCUMENT
                    [on the letterhead of Senja and Hampton]

                               POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
each of Joseph E. Bauerschmidt, Katherine Chew and Oscar Franklin B. Tan (of DLA
Piper Singapore Pte. Ltd.) signing singly, the undersigned's true and lawful
attorney-in-fact to:

    (1) execute for and on behalf of Senja Capital Ltd (a company incorporated
        in the Territory of the British Virgin Islands with Registration Number
        1641874, "Senja") and Hampton Asset Holding Ltd (a company incorporated
        in the Territory of the British Virgin Islands with Registration Number
        1530532, "Hampton"), in their capacity stockholders of FTS
        International, Inc. (the "Company"), (a) Forms 3, 4 and 5 in accordance
        with Section 16(a) of the Securities Exchange Act of 1934 (the
        "Securities Exchange Act") and the rules thereunder, (b) Schedule 13D or
        13G in accordance with the Securities Exchange Act and the rules
        thereunder, (c) and any other forms or filings in relation to the
        Company to be filed with the United States Securities and Exchange
        Commission (the "SEC") and any stock exchange or similar authority (such
        forms or filings with respect to the undersigned's holdings of and
        transactions in securities issued by the Company, including Forms 3, 4
        and 5 and Schedule 13D or 13G, "Filings");

    (2) do and perform any and all acts for and on behalf of the undersigned
        which may be necessary or desirable to complete and execute any Filings,
        complete and execute any amendment or amendments thereto, and timely
        file such form with the SEC and any stock exchange or similar authority;
        and

    (3) take any other action of any type whatsoever in connection with the
        foregoing which, in the opinion of such attorney-in-fact, may be of
        benefit to, in the best interest of, or legally required by, the
        undersigned, it being understood that the documents executed by such
        attorney-in-fact on behalf of the undersigned pursuant to this Power of
        Attorney shall be in such form and shall contain such terms and
        conditions as such attorney-in-fact may approve in such attorney-in-
        fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 or any other section of the Securities Exchange Act of 1934 or
the rules thereunder.

The execution by the undersigned of this Power of Attorney hereby expressly
revokes and terminates any powers of attorney previously granted by the
undersigned relating to Filings with respect to the undersigned's holdings of
and transactions in securities issued by the Company. This Power of Attorney
shall remain in full force and effect until the undersigned is no longer
required to file any Filings with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of February 2, 2018.

                                        Senja Capital Ltd

                                        /s/ Ong Tiong Sin
                                        ---------------------------------------
                                        Ong Tiong Sin, Director



                                        Hampton Asset Holding Ltd

                                        /s/ Ong Tiong Sin
                                        ---------------------------------------
                                        Ong Tiong Sin, Director