0001209191-15-070337.txt : 20150911
0001209191-15-070337.hdr.sgml : 20150911
20150911162858
ACCESSION NUMBER: 0001209191-15-070337
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150909
FILED AS OF DATE: 20150911
DATE AS OF CHANGE: 20150911
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: D'Agostino Francisco
CENTRAL INDEX KEY: 0001646546
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10762
FILM NUMBER: 151103625
MAIL ADDRESS:
STREET 1: 1177 ENCLAVE PARKWAY
STREET 2: SUITE 300
CITY: HOUSTON
STATE: TX
ZIP: 77077
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-09-09
0
0000845289
HARVEST NATURAL RESOURCES, INC.
HNR
0001646546
D'Agostino Francisco
1177 ENCLAVE PARKWAY
SUITE 300
HOUSTON
TX
77077
1
0
1
0
Series C Preferred Stock
69.75
I
by CT Energy Holding SRL
9% Convertible Note due 2020
2015-06-19
2020-06-19
Common Stock, $.01 par value per share
8506097
8506097
I
by CT Energy Holding SRL
Warrant
Common Stock, $.01 par value per share
34070820
34070820
I
by CT Energy Holding SRL
Phantom Stock
2015-09-09
4
A
0
53334
A
Common Stock, $.01 par value per share
53334
53334
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.
Mr. D'Agostino is one of the controlling persons of CT Energy SRL and of CTVEN Investments SRL, which is a member of CT Energy Holding SRL. Mr. D'Agostino disclaims beneficial ownership of the Issuer's securities held by the Investor except to the extent of his pecuniary interest therein.
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.
Each share of phantom stock is the economic equivalent of one share of HNR common stock.
Phantom Stock granted vests on the first anniversary of the grant and will be exercisable in full on September 9, 2016.
Keith L. Head, Attorney-in-Fact
2015-09-11