Print Page  |  Close Window

SEC Filings

S-3
BASIC ENERGY SERVICES INC filed this Form S-3 on 04/13/2017
Entire Document
 


Table of Contents
  of all of the common stock held by the Silver Point Funds. On March 14, 2017, Anthony DiNello, a Senior Investment Analyst at Silver Point, was ratified and confirmed to serve as a Class I director on the Company’s board of directors. The mailing address for each of the Silver Point Funds is Two Greenwich Plaza, 1st Floor, Greenwich, CT 06830.
(6) Whitebox General Partner LLC (“Whitebox”) is the general partner of Whitebox Relative Value Partners, LP, Whitebox Credit Partners, LP, Whitebox GT Fund, LP and Whitebox Multi-Strategy Partners, LP (collectively, the “Whitebox Funds”), which have direct beneficial ownership of shares of the common stock. Mark Strefling, Michael McCormick, Elissa Weddle and Chris Hardy are officers of Whitebox and share voting and dispositive power over all of the shares held by the Whitebox Funds. The mailing address for the Whitebox Funds is 3033 Excelsior Boulevard, Suite 300, Minneapolis, MN 55416.
(7) Susquehanna Advisors Group, Inc. (“SAG”), the authorized agent of CVI Opportunities Fund I, LLLP (“CVI”), has discretionary authority to vote and dispose of the shares of common stock held by CVI and may be deemed to be the beneficial owner of all shares of common stock owned by CVI. Michael Ferry may also be deemed to have investment discretion and voting power over the shares of common stock through SAG. Mr. Ferry disclaims any beneficial ownership of the shares of common stock. The mailing address for CVI is One Commerce Center, 1201 N. Orange Street, Wilmington, DE 19801.
(8) Covalent Partners LLC, which serves as the investment manager to Covalent Partners Master Fund, L.P. (“Covalent”), may be deemed to be the beneficial owner of all shares of common stock owned by Covalent. Robert Hockett is the Managing Partner of Covalent Partners LLC and has voting and dispositive power over all of the shares held by Covalent. The mailing address of Covalent Partners LLC is 930 Winter Street, Suite 2800, Waltham, MA 02451.
(9) Dmitry Balyasny is the majority owner of Balyasny Asset Management L.P., the investment adviser to each of Atlas Master Fund, Ltd. (“AMF”) and Atlas Enhanced Master Fund, Ltd. (“AEMF”), and may be deemed to have voting and dispositive power over the shares held by each of AMF and AEMF. Mr. Balyasny disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The mailing address for each of AMF and AEMF is c/o Balyasny Asset Management L.P., 181 W. Madison Street, Suite 3600, Chicago, IL 60602.
(10) Phoenix Investment Adviser LLC, which serves as investment manager to JLP Credit Opportunity Master Fund Ltd (“JLP”) and as sub-investment manager to MERCER QIF FUND PLC—Mercer Investment Fund 1 (together with JLP, the “Phoenix Funds”), may be deemed to be the beneficial owner of all shares of common stock owned by the Phoenix Funds. Jeffrey Peskind, as the chief executive officer of the investment manager, may also be deemed to have voting and dispositive power over the Phoenix Fund’s shares of common stock. The mailing address for the Phoenix Funds is 420 Lexington Avenue, Suite 2040, New York, NY 10170.
(11) Erik Dybesland and Adam Flikerski, each serving as portfolio managers for BlackGold Opportunity Fund LP (“BlackGold”), may be deemed to share voting and dispositive power over the shares of common stock owned by BlackGold. The mailing address for BlackGold is 109 North Post Oak Lane, Suite 520, Houston, Texas 77024.
(12) Brigade Capital Management, LP (“Brigade Capital”), which serves as investment manager to Brigade Credit Fund II Ltd. and Brigade Leveraged Capital Structures Fund Ltd. (the “Brigade Funds”) may be deemed to be the beneficial owner of all shares of common stock owned by the Brigade Funds. Each of Brigade Capital, Brigade Capital Management GP, LLC and Donald E. Morgan, III have shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all of the shares of common stock owned by the Brigade Funds. The mailing address for the Brigade Funds is 399 Park Avenue, 16th Floor, New York, NY 10022.

None of the selling stockholders has held any position or office or had any other material relationship with us or any of our predecessors or affiliates within the past three years other than as a result of the ownership of our securities, except in connection with (1) the Registration Rights Agreement; (2) the Prepackaged Plan; (3) the Restructuring Support Agreement, dated October 23, 2016, by and among the debtors and certain of their lenders and noteholders, pursuant to which the Company filed its petition for bankruptcy; and (4) the term loan credit agreement, dated as of December 23, 2016, by and among the Company, as borrower, U.S. National Bank Association, as agent, and lenders including certain of the selling stockholders or their respective affiliates. You can find more information about these documents in our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, which is incorporated by reference in this prospectus.

 

6