0001567619-22-018332.txt : 20221006 0001567619-22-018332.hdr.sgml : 20221006 20221006202323 ACCESSION NUMBER: 0001567619-22-018332 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220211 FILED AS OF DATE: 20221006 DATE AS OF CHANGE: 20221006 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Corre Opportunities Qualified Master Fund, LP CENTRAL INDEX KEY: 0001601971 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08604 FILM NUMBER: 221299127 BUSINESS ADDRESS: STREET 1: 12 EAST 49TH STREET, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 646-863-7151 MAIL ADDRESS: STREET 1: 12 EAST 49TH STREET, 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Corre Partners Management, LLC CENTRAL INDEX KEY: 0001537323 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08604 FILM NUMBER: 221299128 BUSINESS ADDRESS: STREET 1: 12 EAST 49TH STREET STREET 2: SUITE 4003 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 646 863 7150 MAIL ADDRESS: STREET 1: 12 EAST 49TH STREET STREET 2: SUITE 4003 CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Corre Horizon II Fund, LP CENTRAL INDEX KEY: 0001823817 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08604 FILM NUMBER: 221299125 BUSINESS ADDRESS: STREET 1: 12 EAST 49TH STREET STREET 2: 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 7478637151 MAIL ADDRESS: STREET 1: 12 EAST 49TH STREET STREET 2: 40TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CORRE HORIZON FUND, LP CENTRAL INDEX KEY: 0001751529 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08604 FILM NUMBER: 221299126 BUSINESS ADDRESS: STREET 1: CONYERS TRUST COMPANY (CAYMAN) LTD STREET 2: CRICKET SQUARE, HUTCHINS DR, BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 BUSINESS PHONE: 345-949-1040 MAIL ADDRESS: STREET 1: CONYERS TRUST COMPANY (CAYMAN) LTD STREET 2: CRICKET SQUARE, HUTCHINS DR, BOX 2681 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TEAM INC CENTRAL INDEX KEY: 0000318833 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS REPAIR SERVICES [7600] IRS NUMBER: 741765729 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13131 DAIRY ASHFORD STREET 2: SUITE 600 CITY: SUGAR LAND STATE: TX ZIP: 77478 BUSINESS PHONE: 2813316154 MAIL ADDRESS: STREET 1: 13131 DAIRY ASHFORD STREET 2: SUITE 600 CITY: SUGAR LAND STATE: TX ZIP: 77478 4 1 doc1.xml FORM 4 X0306 4 2022-02-11 0 0000318833 TEAM INC TISI 0001537323 Corre Partners Management, LLC 12 EAST 49TH STREET 40TH FLOOR NEW YORK NY 10017 0 0 1 0 0001601971 Corre Opportunities Qualified Master Fund, LP 12 EAST 49TH STREET, 40TH FLOOR NEW YORK NY 10017 0 0 1 0 0001751529 CORRE HORIZON FUND, LP 12 EAST 49TH STREET, 40TH FLOOR NEW YORK NY 10017 0 0 1 0 0001823817 Corre Horizon II Fund, LP 12 EAST 49TH STREET, 40TH FLOOR NEW YORK NY 10017 0 0 1 0 5% Convertible Senior Notes Due 2023 21.70 2022-10-04 4 J 0 56209670 D 2023-08-01 Common Stock 2590304 5000000 I See footnote See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 See Exhibit 99.1 Exhibit List: ------------ Exhibit 99.1 Explanation of Responses Corre Partners Management, LLC /s/ John Barrett, Managing Member 2022-10-06 Corre Opportunities Qualified Master Fund, LP By: Corre Partners Advisors, LLC, its general partner /s/ John Barrett, Managing Member 2022-10-06 Corre Horizon Fund, LP By: Corre Partners Advisors, LLC, its general partner /s/ John Barrett, Managing Member 2022-10-06 Corre Horizon II Fund, LP By: Corre Partners Advisors, LLC, its general partner /s/ John Barrett, Managing Member 2022-10-06 EX-99.1 2 c100622a.htm EXPLANATION OF RESPONSES
Designated Filer:
Corre Partners Management, LLC
Issuer & Ticker Symbol
Team, Inc. (TISI)
Date of Event Requiring Statement:
October 4, 2022
Exhibit 99.1
Explanation of Responses:

(1)
Based on an initial conversion rate of 46.0829 shares per $1,000 in principal amount of the Issuer’s 5.00% Convertible Senior Notes due 2023 (the “Notes”), which conversion rate is subject to adjustment under certain circumstances as described in the indenture governing the Notes.
(2)
On October 4, 2022, pursuant to the exercise of its right under the Corre/AP Term Sheet (as defined in the Subordinated Term Loan Credit Agreement), the Investment Adviser exchanged its affiliates’ holdings of Notes for an equal amount (inclusive of accrued and unpaid interest to be paid in-kind on such Notes) of new loans (“New Term Loans”) under the Subordinated Term Loan Credit Agreement, dated February 11, 2022, by and among the Issuer, the lenders party thereto, and Cantor Fitzgerald Securities, as Agent (as amended from time to time, the “Subordinated Term Loan Credit Agreement”).
(3)
Amount consists of (i) $45,645,683 in principal amount of Notes held by Corre Opportunities Qualified Master Fund, LP, (ii) $10,244,915 in principal amount of Notes held by Corre Horizon Fund, LP and (iii) $319,072 in principal amount of Notes held by Corre Horizon II Fund, LP.
(4)
Holders of the Notes may convert their Notes at their option at any time prior to the close of business on the business day immediately preceding May 1, 2023, only under the following circumstances: (a) during any calendar quarter commencing after the calendar quarter ending on December 31, 2017 (and only during such calendar quarter), if the last reported sale price of the Issuer's Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (b) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Issuer's Common Stock and the conversion rate on each such trading day; (c) if the Issuer calls any or all of the notes for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date; or (d) upon the occurrence of specified corporate events. On or after May 1, 2023 until the close of business on the second scheduled trading day immediately preceding the maturity date of August 1, 2023, holders of the Notes may convert their Notes at any time, regardless of the foregoing circumstances.
(5)
Amount consists of (i) $45,645,683 in principal amount of Notes beneficially held by Corre Opportunities Qualified Master Fund, LP, (ii) $10,244,915 in principal amount of Notes beneficially held by Corre Horizon Fund, LP and (iii) $319,072 in principal amount of Notes beneficially held by Corre Horizon II Fund, LP, in each case excluding any accrued and unpaid interest, assuming conversion at the initial conversion rate of 46.0829 shares per $1,000 in principal amount of the convertible senior notes.
(6)
In exchange for their Notes, (i) Corre Opportunities Qualified Master Fund, LP received an aggregate principal amount of $46,284,723 in New Term Loans, (ii) Corre Horizon Fund, LP received an aggregate principal amount of $10,388,344 in New Term Loans and (iii) Corre Horizon II Fund, LP received an aggregate principal amount of $323,539 in New Term Loans, which in each case was calculated as the sum of the principal amount of Notes held by such Reporting Person plus any accrued and unpaid interest to be paid in-kind on such Notes.
(7)
Amount consists of (i) warrants held by Corre Opportunities Qualified Master Fund, LP exercisable for 2,550,578 shares of the Issuer’s Common Stock, (ii) warrants held by Corre Horizon Fund, LP exercisable for 1,160,918 shares of the Issuer’s Common Stock and (iii) warrants held by Corre Horizon II Fund, LP exercisable for 1,288,504 shares of the Issuer’s Common Stock.
(8)
Amount includes shares of the Issuer's Common Stock underlying warrants held by Funds that are subject to limitations on the right to exercise to the extent that after giving effect to such issuance after exercise, any Fund (together with its affiliates), would, when aggregated with all other shares of the Issuer's Common Stock beneficially owned by the Funds and any of their respective affiliates at such time, beneficially own shares of the Issuer's Common Stock in excess of 9.99% of the number of shares of the Issuer's Common Stock outstanding (measured after giving effect to the issuance of shares of Common Stock issuable upon exercise of the warrants).  Additionally, the exercise of the warrants is subject to the terms of the Warrant Waivers (as defined and further described in Amendment No. 2 to Schedule 13D filed by the Investment Adviser and the other Reporting Persons therein on February 15, 2022).
(9)
The securities are held directly by each of Corre Opportunities Qualified Master Fund, LP, Corre Horizon Fund, LP and Corre Horizon II Fund, LP (collectively, the “Funds”) as described in Footnote 7, each of which are clients of Corre Partners Management, LLC (the “Investment Adviser”).  The Investment Adviser has been delegated investment management authority over the assets of the Funds by Corre Partners Advisors, LLC, the general partner of the Funds (the “General Partner”).  Mr. John Barrett and Mr. Eric Soderlund are the co-owners and managing members of the Investment Adviser and the General Partner.