Page 5 of 7 – SEC Filing
Explanatory Note
This Amendment No. 5 (the “Amendment”) amends the statement on Schedule 13D originally filed by the Reporting Persons on January 3, 2017, as amended by Amendment No. 1 filed by the Reporting Persons on January 25, 2017, as further amended by Amendment No. 2 filed by the Reporting Persons on March 15, 2017, as further amended by Amendment No. 3 filed by the Reporting Persons on July 3, 2017, and as further amended by Amendment No. 4 filed by the Reporting Persons on November 9, 2017 (as amended, the “Schedule 13D”). Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged.
Item 5. Interests in Securities of the Issuer.
Item 5 is hereby amended as follows:
(a) The responses of the Reporting Persons to rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference. The Reporting Persons beneficially own the Common Stock reported herein. There were 26,028,149 shares of Common Stock outstanding as of November 3, 2017, as reported in the Issuer’s Form 10-Q filed on November 6, 2017. The shares of Common Stock reported herein represent approximately 13.7% of the outstanding Common Stock.
(b) The responses of the Reporting Persons to rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference. Silver Point has sole voting and dispositive power with respect to the Common Stock reported herein. Messrs. Mulé and O’Shea may be deemed to have shared voting and dispositive power with respect thereto by reason of their status as sole members and sole managing members of Management.
(c) Within the past sixty days, the Reporting Persons have engaged in the following transactions in the Common Stock:
| Transaction Date | Transaction Type | Number of Shares | Price Per Share | ||||||
| November 7, 2017 | Open Market Sale | 875,000 | $ | 22.75 | |||||
| December 15, 2017 | Open Market Sale | 30,000 | $ | 23.1551 | |||||
| December 18, 2017 | Open Market Sale | 71,000 | $ | 23.0822 | |||||
| December 19, 2017 | Open Market Sale | 45,000 | $ | 23.0844 | |||||
| December 20, 2017 | Open Market Sale | 100,000 | $ | 24.2828 | |||||
| December 21, 2017 | Open Market Sale | 115,000 | $ | 24.2014 | |||||
| December 22, 2017 | Open Market Sale | 63,000 | $ | 23.2357 | |||||
(d) Not applicable.
(e) Not applicable.
| Item 7. | Material to be filed as Exhibits. |
| Exhibit 1 | Joint Filing Agreement, dated as of December 22, 2017, by and among the Reporting Persons. | |
| Exhibit 2 | Registration Rights Agreement, dated as of December 23, 2016, by and among Basic Energy Services, Inc. and the parties thereto (incorporated by reference to Exhibit 10.1 to the Issuer’s form 8-A filed on December 23, 2016). | |
| Exhibit 3 | Power of Attorney of Edward A. Mulé (incorporated here by reference to Exhibit B to Schedule 13G filed by Silver Point Capital, L.P., Edward A. Mulé and Robert O’Shea with the Securities and Exchange Commission on February 16, 2016 relating to TopBuild Corp.). | |
| Exhibit 4 | Power of Attorney of Robert O’Shea (incorporated here by reference to Exhibit B to Schedule 13G filed by Silver Point Capital, L.P., Edward A. Mulé and Robert O’Shea with the Securities and Exchange Commission on February 16, 2016 relating to TopBuild Corp.). | |
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