0001209191-15-057326.txt : 20150629 0001209191-15-057326.hdr.sgml : 20150629 20150629203727 ACCESSION NUMBER: 0001209191-15-057326 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150619 FILED AS OF DATE: 20150629 DATE AS OF CHANGE: 20150629 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HARVEST NATURAL RESOURCES, INC. CENTRAL INDEX KEY: 0000845289 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 770196707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1177 ENCLAVE PARKWAY STREET 2: STE 300 CITY: HOUSTON STATE: TX ZIP: 77077 BUSINESS PHONE: 281-899-5700 MAIL ADDRESS: STREET 1: 1177 ENCLAVE PARKWAY STREET 2: STE 300 CITY: HOUSTON STATE: TX ZIP: 77077 FORMER COMPANY: FORMER CONFORMED NAME: HARVEST NATURAL RESOURCES INC DATE OF NAME CHANGE: 20020805 FORMER COMPANY: FORMER CONFORMED NAME: BENTON OIL & GAS CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CT Energy Holding SRL CENTRAL INDEX KEY: 0001646549 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10762 FILM NUMBER: 15959753 BUSINESS ADDRESS: STREET 1: CALLE LONDRES STREET 2: TORRE DAYCO, PH CITY: CARACAS STATE: X5 ZIP: LAS MERCED BUSINESS PHONE: 58-212-999-9190 MAIL ADDRESS: STREET 1: CALLE LONDRES STREET 2: TORRE DAYCO, PH CITY: CARACAS STATE: X5 ZIP: LAS MERCED 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-06-19 0 0000845289 HARVEST NATURAL RESOURCES, INC. HNR 0001646549 CT Energy Holding SRL 1177 ENCLAVE PARKWAY, SUITE 300 HOUSTON TX 77077 0 0 1 0 Series C Preferred Stock 69.75 D 9.0% Convertible Note due 2020 0.82 2015-06-19 2020-06-19 Common Stock 8506097 D Warrant 1.25 Common Stock 34070820 D On June 19, 2015, CT Energy Holding SRL (the "Investor") purchased from the Issuer, among other securities, a 9.0% convertible senior secured note of the Issuer due 2020 in the aggregate principal amount of $6.975 million (the "Convertible Note") that is immediately exercisable into 8,506,097 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") and 69.75 shares of the Issuer's Series C Preferred Stock, which provide the Investor with voting rights equivalent to the Common Stock underlying the unconverted portion of the Convertible Note. The Investor acquired the Convertible Note and the Warrant (defined below) as part of a larger transaction in which the Issuer issued and sold to the Investor: a five-year, 15.0% non-convertible senior secured note in the aggregate principal amount of $25.225 million; the Convertible Note; the Series C Preferred Stock; an additional draw 15% non-convertible senior secured note, under which the Investor may elect to provide up to $12 million of additional funds to the Issuer; and a warrant (the "Warrant") exercisable for 34,070,820 shares of the Issuer's common stock at $1.25 per share. The Warrant expires on June 19, 2018 (unless exercised sooner) and may not be exercised until the volume weighted average price of the Issuer's common stock over any 30-day period equals or exceeds $2.50 per share. The full exercisability of the Warrant is subject to approval by a majority of the Issuer's stockholders voting at an annual or special meeting to approve such exercisability. /s/ Keith L. Head Power of Attorney 2015-06-29 EX-24.3_592396 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Stephen C. Haynes and Keith L. Head, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Harvest Natural Resources, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (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 such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United Sates Securities and Exchange Commission 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 of the Securities of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 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 this 29th day of June, 2015. /s/ Francisco D'Agostino Signature Francisco D'Agostino Print Name