0001655020-21-000088.txt : 20210122
0001655020-21-000088.hdr.sgml : 20210122
20210122195404
ACCESSION NUMBER: 0001655020-21-000088
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210120
FILED AS OF DATE: 20210122
DATE AS OF CHANGE: 20210122
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Foschi Marianella
CENTRAL INDEX KEY: 0001787341
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37907
FILM NUMBER: 21547523
MAIL ADDRESS:
STREET 1: C/O EXTRACTION OIL & GAS, INC.
STREET 2: 370 17TH STREET, SUITE 5300
CITY: DENVER
STATE: CO
ZIP: 80202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Extraction Oil & Gas, Inc.
CENTRAL INDEX KEY: 0001655020
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 461473923
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 5200
CITY: DENVER
STATE: CO
ZIP: 80202
BUSINESS PHONE: (720) 557-8300
MAIL ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 5200
CITY: DENVER
STATE: CO
ZIP: 80202
FORMER COMPANY:
FORMER CONFORMED NAME: Extraction Oil & Gas, LLC
DATE OF NAME CHANGE: 20151007
4
1
wf-form4_161136323014204.xml
FORM 4
X0306
4
2021-01-20
0
0001655020
Extraction Oil & Gas, Inc.
XOG
0001787341
Foschi Marianella
C/O EXTRACTION OIL & GAS, INC.
370 17TH STREET, SUITE 5200
DENVER
CO
80202
0
1
0
0
Chief Financial Officer
COMMON STOCK
2021-01-20
4
D
0
89450
D
0
D
COMMON STOCK
2021-01-20
4
A
0
68
A
68
D
COMMON STOCK
2021-01-20
4
A
0
14100
0
A
14168
D
Warrants A (Right to Buy)
107.64
2021-01-20
4
A
0
544
A
2025-01-20
COMMON STOCK
544.0
544
D
Warrants B (Right to Buy)
122.32
2021-01-20
4
A
0
272
A
2026-01-20
COMMON STOCK
272.0
272
D
Performance Stock Unit
2021-01-20
4
A
0
42300
0
A
COMMON STOCK
42300.0
42300
D
On June 14, 2021, Extraction Oil & Gas, Inc., a Delaware corporation (the "Issuer"), and certain of its subsidiaries (together with the Issuer, the "Company") commenced voluntary cases under chapter 11 of the United States Bankruptcy Code in the United State Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On December 23, 2020, the Bankruptcy Court entered an order confirming the Sixth Amended Joint Plan of Reorganization of Extraction Oil & Gas, Inc. and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"). On January 20, 2021 (the "Effective Date"), the Plan became effective in accordance with its terms and the Company emerged from chapter 11.
On the Effective Date, all unvested restricted stock units held by the Reporting Person were cancelled and extinguished in accordance with the Plan approved by the Bankruptcy Court.
On the Effective Date, new shares of the Issuer's common stock ("New Common Stock") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.00131007 of a share of New Common Stock for each share of Old Common Stock. The receipt of shares of New Common Stock was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
The Reporting Person was granted an award of 14,100 unvested restricted stock units ("New RSUs"). The New RSUs vest ratably over three years on each of the three anniversaries following the date of grant, subject to continued service through each vesting date, and will be settled in shares of New Common Stock.
On the Effective Date, the Reporting Person also received Tranche A Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.010620028 of a Tranche A Warrant for each share of Old Common Stock. The Tranche A Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Tranche A Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
On the Effective Date, the Reporting Person also received Tranche B Warrants to purchase shares of New Common Stock in exchange for Old Common Stock held by the Reporting Person on the Effective Date at an effective exchange ratio of 0.005310014 of a Tranche B Warrant for each share of Old Common Stock. The Tranche B Warrants are exercisable for one share of New Common Stock from the date of issuance until 5:00 p.m., New York time, on the expiration date. The receipt of Tranche B Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
Each Performance Stock Unit represents a contingent right to receive one share of New Common Stock. The Performance Stock Units will vest upon the achievement by the Issuer of certain goals pertaining to absolute total stockholder return, subject to continued service through the third anniversary of the grant date.
/s/ Eric J. Christ as Attorney-in-Fact
2021-01-22