Filing Details
- Accession Number:
- 0000895345-19-000006
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2019-01-02 17:14:10
- Reporting Period:
- 2018-12-28
- Accepted Time:
- 2019-01-02 17:14:10
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1403853 | Nuverra Environmental Solutions Inc. | NONE | Oil & Gas Field Services, Nec (1389) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1475483 | American Securities Llc | 299 Park Avenue New York NY 10171 | No | No | No | No | |
| 1570000 | Ascribe Opportunities Fund Iii(B), L.p. | 299 Park Avenue, 34Th Floor New York NY 10171-8000 | No | No | No | No | |
| 1570001 | Ascribe Opportunities Fund Iii, L.p. | 299 Park Avenue, 34Th Floor New York NY 10171-8000 | No | No | No | No | |
| 1673022 | Ascribe Capital Llc | 299 Park Avenue, 34Th Floor New York NY 10171 | No | No | No | No | |
| 1673023 | Ascribe Iii Investments Llc | 299 Park Avenue, 34Th Floor New York NY 10171 | No | No | No | No | |
| 1703901 | Ascribe Associates Iii, Llc | 299 Park Avenue, 34Th Floor New York NY 10171 | No | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2018-12-28 | 1,495,607 | $9.61 | 6,905,566 | No | 4 | X | Direct | |
| Common Stock | Acquisiton | 2018-12-28 | 116,313 | $9.61 | 7,021,879 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | X | Direct | |
| No | 4 | P | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Subscription Rights (Right to buy) | Disposition | 2018-12-28 | 1,495,607 | $0.00 | 1,495,607 | $9.61 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2018-12-10 | 2018-12-28 | No | 4 | X | Direct |
Footnotes
- Represents the exercise of subscription rights in the Nuverra Environmental Solutions, Inc. ("Nuverra") rights offering, as described in Nuverra's prospectus dated December 10, 2018, 2018 (the "Rights Offering") by Ascribe II Investments LLC ("Fund II") and Ascribe III Investments LLC ("Fund III"), with each right entitling the holder to purchase one share of Nuverra's common stock, resulting in the purchase by Fund II and Fund III of 121,534 and 1,374,073 shares of Nuverra's common stock, respectively.
- Represents the purchase by Fund II and Fund III of 9,444 and 106,869 shares, respectively, of Nuverra's common stock, pursuant to the backstop commitment letter, dated October 5, 2018, filed as exhibit 10.11 to Nuverra's Current Report on Form 8-K filed with the SEC on October 11, 2018.
- Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Fund III. Ascribe Management LLC ("Ascribe Management") is the investment manager of Fund II (Fund II, together with Fund III, the "Funds"). The Funds hold common stock, par value $0.01, of the issuer. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital and Ascribe Management. Ascribe Opportunities Fund III, L.P. ("Opportunities III") and Ascribe Opportunities Fund III(B), L.P. ("Opportunities III(B)") are the sole members of Fund III. Ascribe Associates III, LLC ("Associates III") is the general partner of Opportunities III and Opportunities III(B). Ascribe Opportunities Fund II, L.P. ("Opportunities II") and Ascribe Opportunities Fund II(B), L.P. ("Opportunities II(B)") are the sole members of Fund II. Ascribe Associates II, LLC ("Associates II") is the general partner of Opportunities II and Opportunities II(B).
- Each of Ascribe Capital, Ascribe Management, American Securities, Associates III, Opportunities III, Opportunities III(B), Associates II, Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of the common stock of the issuer held by the Funds. Each of Ascribe Capital, Ascribe Management, American Securities, Associates III, Opportunities III, Opportunities III(B), Associates II, Opportunities II and Opportunities II(B), disclaims beneficial ownership of the common stock held by the Funds, except to the extent of its pecuniary interests.
- Due to the limitations of the Securities and Exchange Commission's EDGAR system, Ascribe Management, Fund II, Associates II, Opportunities II and Opportunities II(B), have filed a separate Form 4.
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