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