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Ascribe Opportunities Fund III(B), L.P.

Disclosed activity across 3 companies

Tapewire entity
145156
SEC CIK
0001570000

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Forbes Energy Services Ltd.FLSS · Entity 14974910% owner · See RemarksApril 16, 2020April 20, 2020
Nuverra Environmental Solutions, Inc.NONE · Entity 12994310% ownerDecember 28, 2018January 02, 2019
PIONEER ENERGY SERVICES LLCNONE · Entity 13505110% ownerJune 05, 2020November 23, 2020

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect2,123,947 Reported balance After 2020-04-16 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2020-04-16 · Other · Acquired 963,116 · Balance 2,123,947

F1: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F6: Reflects 2,123,947 shares of Common Stock of which Ascribe III Investments LLC ("Fund III") is the record owner. Ascribe Opportunities Fund III, L.P. ("Opportunities III") and Ascribe Opportunities Fund III(B), L.P. ("Opportunities III(B)"), as the sole owners of Fund III, may be deemed to share beneficial ownership over the shares of Common Stock of which Fund III is the record owner. Ascribe Capital, as the investment manager to Opportunities III and Opportunities III(B) may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership. Ascribe Associates III, LLC ("Associates III"), as the general partner of Opportunities III and Opportunities III(B), may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership.

F7: In addition to the 2,123,947 shares of Common Stock of which Fund III is the record owner, Ascribe II Investments LLC ("Fund II" and, together with Fund III, the "Funds") is the record owner of 125,475 additional shares of Common Stock. Ascribe Opportunities Fund II, L.P. ("Opportunities II") and Ascribe Opportunities Fund II(B), L.P. ("Opportunities II(B)"), are the sole owners of Fund II and may be deemed to share beneficial ownership of the shares of which Fund II is the record owner. Ascribe Management, as the investment manager to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of which Opportunities II and Opportunities II(B) may share beneficial ownership. (continue in Footnote 8)

F8: (continued from Footnote 7) Ascribe Associates II, LLC ("Associates II"), as the general partner to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of the shares of which Opportunities II and Opportunities II(B) may share beneficial ownership. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital and Ascribe Management and may be deemed to share beneficial ownership of the shares of which Ascribe Capital and Ascribe Management may be deemed to share beneficial ownership.

F9: 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 their pecuniary interests.

5.00% Subordinated convertible PIK notes due 2020SEC Table II · derivative / convertible securityDirectNot disclosed Reported balance After 2020-04-16 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2020-04-16 · Other · Disposed Not disclosed · Balance Not disclosed

F4: Interest on the Notes is payable on each June 30 and December 31. Interest on the Notes is payable solely by issuing additional Notes in an amount equal to the applicable amount of interest for the interest period (rounded up to the nearest whole dollar). This amount represents the value of the Notes, inclusive of interest payments through December 31, 2019.

F2: Pursuant to the terms of the ECA, immediately prior to the consummation of the Merger, and subject to the terms and conditions of the ECA and the satisfaction or waiver of the conditions set forth in Section 8.01 of the Merger Agreement, Ascribe Capital LLC ("Ascribe Capital") will contribute all outstanding Notes then held by it and its affiliates in exchange for shares of Arita Class A Common Stock at a price of $30.53. Pursuant to the Indenture, dated as of March 4, 2019, by and between the Issuer and Wilmington Trust, National Association, as Trustee, upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (continued in Footnote 3)

F3: (continued from Footnote 2) (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share (each a "Mandatory Conversion").

F1: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F5: The amount of shares of Common Stock that the Reporting Persons may receive either pursuant to the ECA or upon a Mandatory Conversion is unknown at the time of filing as the amount of accrued interest on the Notes is not known.

F10: Fund III is the record owner of $28,544,042 aggregate principal amount of the Notes. Each of Ascribe Capital, American Securities, Associates III, Opportunities III, and Opportunities III(B), may be deemed to share beneficial ownership of the shares of Common Stock underlying the Notes.

Filing footnotes · ownership attribution and instrument terms

F1: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F2: Pursuant to the terms of the ECA, immediately prior to the consummation of the Merger, and subject to the terms and conditions of the ECA and the satisfaction or waiver of the conditions set forth in Section 8.01 of the Merger Agreement, Ascribe Capital LLC ("Ascribe Capital") will contribute all outstanding Notes then held by it and its affiliates in exchange for shares of Arita Class A Common Stock at a price of $30.53. Pursuant to the Indenture, dated as of March 4, 2019, by and between the Issuer and Wilmington Trust, National Association, as Trustee, upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (continued in Footnote 3)

F3: (continued from Footnote 2) (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share (each a "Mandatory Conversion").

F4: Interest on the Notes is payable on each June 30 and December 31. Interest on the Notes is payable solely by issuing additional Notes in an amount equal to the applicable amount of interest for the interest period (rounded up to the nearest whole dollar). This amount represents the value of the Notes, inclusive of interest payments through December 31, 2019.

F5: The amount of shares of Common Stock that the Reporting Persons may receive either pursuant to the ECA or upon a Mandatory Conversion is unknown at the time of filing as the amount of accrued interest on the Notes is not known.

F6: Reflects 2,123,947 shares of Common Stock of which Ascribe III Investments LLC ("Fund III") is the record owner. Ascribe Opportunities Fund III, L.P. ("Opportunities III") and Ascribe Opportunities Fund III(B), L.P. ("Opportunities III(B)"), as the sole owners of Fund III, may be deemed to share beneficial ownership over the shares of Common Stock of which Fund III is the record owner. Ascribe Capital, as the investment manager to Opportunities III and Opportunities III(B) may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership. Ascribe Associates III, LLC ("Associates III"), as the general partner of Opportunities III and Opportunities III(B), may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership.

F7: In addition to the 2,123,947 shares of Common Stock of which Fund III is the record owner, Ascribe II Investments LLC ("Fund II" and, together with Fund III, the "Funds") is the record owner of 125,475 additional shares of Common Stock. Ascribe Opportunities Fund II, L.P. ("Opportunities II") and Ascribe Opportunities Fund II(B), L.P. ("Opportunities II(B)"), are the sole owners of Fund II and may be deemed to share beneficial ownership of the shares of which Fund II is the record owner. Ascribe Management, as the investment manager to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of which Opportunities II and Opportunities II(B) may share beneficial ownership. (continue in Footnote 8)

F8: (continued from Footnote 7) Ascribe Associates II, LLC ("Associates II"), as the general partner to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of the shares of which Opportunities II and Opportunities II(B) may share beneficial ownership. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital and Ascribe Management and may be deemed to share beneficial ownership of the shares of which Ascribe Capital and Ascribe Management may be deemed to share beneficial ownership.

F9: 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 their pecuniary interests.

F10: Fund III is the record owner of $28,544,042 aggregate principal amount of the Notes. Each of Ascribe Capital, American Securities, Associates III, Opportunities III, and Opportunities III(B), may be deemed to share beneficial ownership of the shares of Common Stock underlying the Notes.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect7,021,879 Last balance in matching sequence After 2018-12-28 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2018-12-28 · Other · Acquired 1,495,607 · Balance 6,905,566

F1: 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.

F3: 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).

F4: 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.

F5: 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.

Row 2 · 2018-12-28 · Purchase · Acquired 116,313 · Balance 7,021,879

F2: 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.

F3: 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).

F4: 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.

F5: 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.

Subscription Rights (Right to buy)SEC Table II · derivative / convertible security · Conversion / exercise price $9.61 · Expires 2018-12-28Direct0 Reported balance After 2018-12-28 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2018-12-28 · Other · Disposed 1,495,607 · Balance 0

F1: 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.

F3: 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).

F4: 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.

F5: 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.

Filing footnotes · ownership attribution and instrument terms

F1: 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.

F2: 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.

F3: 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).

F4: 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.

F5: 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.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, par value $0.001SEC Table I · non-derivativeIndirectSee footnotes156,195 Reported balance Holding disclosure · report date 2020-06-05 · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · Balance 156,195

F1: Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Ascribe III Investments LLC ("Fund III"). Fund III holds directly the common stock, par value $0.001 (the "New Common Stock") and 5.00% Convertible Senior Unsecured PIK Notes due 2025 (the "New Convertible Notes") issued by Pioneer Energy Services Corp (the "Issuer") reported herein. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital. 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). (continued in Footnote 2)

F2: (continued from Footnote 1) Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) may be deemed to share beneficial ownership of the New Common Stock and New Convertible Notes of the issuer beneficially owned or held by Fund III. Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) disclaims beneficial ownership of the New Common Stock and New Convertible Notes held by Fund III, except to the extent of its pecuniary interests.

5.0% Convertible Senior Unsecured PIK Notes due 2025SEC Table II · derivative / convertible securityIndirectSee footnotesNot disclosed Reported balance Holding disclosure · report date 2020-06-05 · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · Balance Not disclosed

F3: On March 1, 2020, the Issuer and its subsidiaries (collectively, the "Debtors"), filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. Debtors also filed a prepackaged Chapter 11 plan of reorganization (the "Plan") with the Bankruptcy Court. On May 11, 2020, the Bankruptcy Court entered an order, Docket No. 331 (the "Confirmation Order") confirming the Plan. On May 29, 2020 (the "Effective Date"), the Debtors emerged from bankruptcy and the Plan became effective pursuant to its terms.

F4: On the Effective Date, and pursuant to the Plan, holders of the Issuer's existing senior unsecured notes were granted the right to participate in a rights offering (the "Rights Offering") on a pro rata basis for the purchase of the New Convertible Notes. The New Convertible Notes will mature in 5 years and 6 months from the Effective Date and bear payable-in-kind interest at 5%. Holders of the New Convertible Notes are entitled to vote upon all matters upon which holders of any class or classes of common stock of the Issuer have the right to vote, and the number of votes represented by each New Convertible Note is equal to the largest number of whole shares of New Common Stock (rounded down to the nearest whole share) into which such New Convertible Notes may be converted. (continued in Footnote 5)

F5: (continued from Footnote 4) In accordance with the Rights Offering, the Reporting Person purchased $25,000,000 principal amount of the New Convertible Notes and received a commitment premium of $2,000,000 principal amount of the New Convertible Notes as consideration for entering into a backstop commitment agreement (the "Backstop Agreement") with the Issuer.

F6: The New Convertible Notes are convertible into shares of New Common Stock at a conversion rate of 75 shares of New Common Stock per $1,000 of New Convertible Notes, subject to customary anti-dilution adjustments. The New Convertible Notes will be convertible at any time in whole or in part at the option of the holder thereof, mandatorily on the maturity date (provided that if the shares of New Common Stock issuable upon conversion have a value less than the face amount of a New Convertible Note at such time, the Issuer is obligated to pay the face amount thereof in cash) or, if earlier, at the Issuer's election upon the occurrence of a Merger Event (as defined in the indenture pursuant to which the New Convertible Notes were issued). (continued in Footnote 7)

F7: (continued from Footnote 6) On June 4, 2020, Fund III notified the Issuer (the "Blocker Election"), that the Restricted Ownership Percentage, as that term is defined in the Indenture, applicable to Fund III and/or its affiliates, would be 4.99%. Pursuant to Section 14.12 of the Indenture and the Blocker Election, Fund III's ability to convert New Convertible Notes into additional shares of New Common Stock has been restricted in accordance with Section 14.12 of the Indenture.

F1: Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Ascribe III Investments LLC ("Fund III"). Fund III holds directly the common stock, par value $0.001 (the "New Common Stock") and 5.00% Convertible Senior Unsecured PIK Notes due 2025 (the "New Convertible Notes") issued by Pioneer Energy Services Corp (the "Issuer") reported herein. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital. 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). (continued in Footnote 2)

F2: (continued from Footnote 1) Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) may be deemed to share beneficial ownership of the New Common Stock and New Convertible Notes of the issuer beneficially owned or held by Fund III. Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) disclaims beneficial ownership of the New Common Stock and New Convertible Notes held by Fund III, except to the extent of its pecuniary interests.

Filing footnotes · ownership attribution and instrument terms

F1: Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Ascribe III Investments LLC ("Fund III"). Fund III holds directly the common stock, par value $0.001 (the "New Common Stock") and 5.00% Convertible Senior Unsecured PIK Notes due 2025 (the "New Convertible Notes") issued by Pioneer Energy Services Corp (the "Issuer") reported herein. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital. 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). (continued in Footnote 2)

F2: (continued from Footnote 1) Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) may be deemed to share beneficial ownership of the New Common Stock and New Convertible Notes of the issuer beneficially owned or held by Fund III. Each of Ascribe Capital, American Securities, Associates III, Opportunities III and Opportunities III(B) disclaims beneficial ownership of the New Common Stock and New Convertible Notes held by Fund III, except to the extent of its pecuniary interests.

F3: On March 1, 2020, the Issuer and its subsidiaries (collectively, the "Debtors"), filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. Debtors also filed a prepackaged Chapter 11 plan of reorganization (the "Plan") with the Bankruptcy Court. On May 11, 2020, the Bankruptcy Court entered an order, Docket No. 331 (the "Confirmation Order") confirming the Plan. On May 29, 2020 (the "Effective Date"), the Debtors emerged from bankruptcy and the Plan became effective pursuant to its terms.

F4: On the Effective Date, and pursuant to the Plan, holders of the Issuer's existing senior unsecured notes were granted the right to participate in a rights offering (the "Rights Offering") on a pro rata basis for the purchase of the New Convertible Notes. The New Convertible Notes will mature in 5 years and 6 months from the Effective Date and bear payable-in-kind interest at 5%. Holders of the New Convertible Notes are entitled to vote upon all matters upon which holders of any class or classes of common stock of the Issuer have the right to vote, and the number of votes represented by each New Convertible Note is equal to the largest number of whole shares of New Common Stock (rounded down to the nearest whole share) into which such New Convertible Notes may be converted. (continued in Footnote 5)

F5: (continued from Footnote 4) In accordance with the Rights Offering, the Reporting Person purchased $25,000,000 principal amount of the New Convertible Notes and received a commitment premium of $2,000,000 principal amount of the New Convertible Notes as consideration for entering into a backstop commitment agreement (the "Backstop Agreement") with the Issuer.

F6: The New Convertible Notes are convertible into shares of New Common Stock at a conversion rate of 75 shares of New Common Stock per $1,000 of New Convertible Notes, subject to customary anti-dilution adjustments. The New Convertible Notes will be convertible at any time in whole or in part at the option of the holder thereof, mandatorily on the maturity date (provided that if the shares of New Common Stock issuable upon conversion have a value less than the face amount of a New Convertible Note at such time, the Issuer is obligated to pay the face amount thereof in cash) or, if earlier, at the Issuer's election upon the occurrence of a Merger Event (as defined in the indenture pursuant to which the New Convertible Notes were issued). (continued in Footnote 7)

F7: (continued from Footnote 6) On June 4, 2020, Fund III notified the Issuer (the "Blocker Election"), that the Restricted Ownership Percentage, as that term is defined in the Indenture, applicable to Fund III and/or its affiliates, would be 4.99%. Pursuant to Section 14.12 of the Indenture and the Blocker Election, Fund III's ability to convert New Convertible Notes into additional shares of New Common Stock has been restricted in accordance with Section 14.12 of the Indenture.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
April 16, 2020 Filed Apr 20, 2020 21:18 UTC Forbes Energy Services Ltd. FLSS · Entity 149749 Other5.00% Subordinated convertible PIK notes due 2020 · Derivative Not disclosed $0.00 $126,856.00
Disclosure

SEC source: 0000895345-20-000568 · form4.xml · derivative · entry 2

Ascribe Capital LLC · CIK 0001673022 · 10% owner · See Remarks

Ascribe III Investments LLC · CIK 0001673023 · 10% owner · See Remarks

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner · See Remarks

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner · See Remarks

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner · See Remarks

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: Not disclosed

Underlying: Common Stock · 963,116 shares

Expires not disclosed

F4 · security: Interest on the Notes is payable on each June 30 and December 31. Interest on the Notes is payable solely by issuing additional Notes in an amount equal to the applicable amount of interest for the interest period (rounded up to the nearest whole dollar). This amount represents the value of the Notes, inclusive of interest payments through December 31, 2019.

F2 · derivative.exercise_price: Pursuant to the terms of the ECA, immediately prior to the consummation of the Merger, and subject to the terms and conditions of the ECA and the satisfaction or waiver of the conditions set forth in Section 8.01 of the Merger Agreement, Ascribe Capital LLC ("Ascribe Capital") will contribute all outstanding Notes then held by it and its affiliates in exchange for shares of Arita Class A Common Stock at a price of $30.53. Pursuant to the Indenture, dated as of March 4, 2019, by and between the Issuer and Wilmington Trust, National Association, as Trustee, upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (continued in Footnote 3)

F3 · derivative.exercise_price: (continued from Footnote 2) (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share (each a "Mandatory Conversion").

F1 · kind: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F1 · price: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F2 · derivative.exercise_date: Pursuant to the terms of the ECA, immediately prior to the consummation of the Merger, and subject to the terms and conditions of the ECA and the satisfaction or waiver of the conditions set forth in Section 8.01 of the Merger Agreement, Ascribe Capital LLC ("Ascribe Capital") will contribute all outstanding Notes then held by it and its affiliates in exchange for shares of Arita Class A Common Stock at a price of $30.53. Pursuant to the Indenture, dated as of March 4, 2019, by and between the Issuer and Wilmington Trust, National Association, as Trustee, upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (continued in Footnote 3)

F3 · derivative.exercise_date: (continued from Footnote 2) (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share (each a "Mandatory Conversion").

F2 · derivative.expiration_date: Pursuant to the terms of the ECA, immediately prior to the consummation of the Merger, and subject to the terms and conditions of the ECA and the satisfaction or waiver of the conditions set forth in Section 8.01 of the Merger Agreement, Ascribe Capital LLC ("Ascribe Capital") will contribute all outstanding Notes then held by it and its affiliates in exchange for shares of Arita Class A Common Stock at a price of $30.53. Pursuant to the Indenture, dated as of March 4, 2019, by and between the Issuer and Wilmington Trust, National Association, as Trustee, upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (continued in Footnote 3)

F3 · derivative.expiration_date: (continued from Footnote 2) (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share (each a "Mandatory Conversion").

F5 · valueOwnedAfter: The amount of shares of Common Stock that the Reporting Persons may receive either pursuant to the ECA or upon a Mandatory Conversion is unknown at the time of filing as the amount of accrued interest on the Notes is not known.

F10 · ownership.direct: Fund III is the record owner of $28,544,042 aggregate principal amount of the Notes. Each of Ascribe Capital, American Securities, Associates III, Opportunities III, and Opportunities III(B), may be deemed to share beneficial ownership of the shares of Common Stock underlying the Notes.

Read SEC document
April 16, 2020 Filed Apr 20, 2020 21:18 UTC Forbes Energy Services Ltd. FLSS · Entity 149749 OtherCommon Stock 963,116 Not disclosed Not disclosed
Disclosure

SEC source: 0000895345-20-000568 · form4.xml · nonDerivative · entry 1

Ascribe Capital LLC · CIK 0001673022 · 10% owner · See Remarks

Ascribe III Investments LLC · CIK 0001673023 · 10% owner · See Remarks

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner · See Remarks

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner · See Remarks

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner · See Remarks

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner · See Remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,123,947

F1 · kind: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F1 · shares: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F1 · price: Represents shares of common stock, par value $0.01, of Forbes Energy Services Ltd. (the "Issuer") acquired on April 16, 2020 upon an exchange of $126,856 aggregate principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") pursuant to the Exchange and Contribution Agreement, dated as of December 18, 2019, by and among the Issuer, Arita Energy, Inc. f/k/a Spieth Newco, Inc., Ascribe Capital LLC and Solace Capital Partners, L.P (the "ECA"), entered into in connection with the Agreement and Plan of Merger, dated as of December 18, 2019, by and among Superior Energy Services, Inc., New NAM, Inc., Forbes Energy Services, Arita Energy, Inc., Spieth Merger Sub, Inc. and Fowler Merger Sub, Inc. (the "Merger Agreement" and the mergers contemplated thereby, the "Merger").

F6 · balance_after: Reflects 2,123,947 shares of Common Stock of which Ascribe III Investments LLC ("Fund III") is the record owner. Ascribe Opportunities Fund III, L.P. ("Opportunities III") and Ascribe Opportunities Fund III(B), L.P. ("Opportunities III(B)"), as the sole owners of Fund III, may be deemed to share beneficial ownership over the shares of Common Stock of which Fund III is the record owner. Ascribe Capital, as the investment manager to Opportunities III and Opportunities III(B) may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership. Ascribe Associates III, LLC ("Associates III"), as the general partner of Opportunities III and Opportunities III(B), may be deemed to beneficially own the shares of Common Stock of which Opportunities III and Opportunities III(B) may share beneficial ownership.

F7 · ownership.direct: In addition to the 2,123,947 shares of Common Stock of which Fund III is the record owner, Ascribe II Investments LLC ("Fund II" and, together with Fund III, the "Funds") is the record owner of 125,475 additional shares of Common Stock. Ascribe Opportunities Fund II, L.P. ("Opportunities II") and Ascribe Opportunities Fund II(B), L.P. ("Opportunities II(B)"), are the sole owners of Fund II and may be deemed to share beneficial ownership of the shares of which Fund II is the record owner. Ascribe Management, as the investment manager to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of which Opportunities II and Opportunities II(B) may share beneficial ownership. (continue in Footnote 8)

F8 · ownership.direct: (continued from Footnote 7) Ascribe Associates II, LLC ("Associates II"), as the general partner to Opportunities II and Opportunities II(B), may be deemed to share beneficial ownership of the shares of which Opportunities II and Opportunities II(B) may share beneficial ownership. American Securities LLC ("American Securities") is the 100% owner of Ascribe Capital and Ascribe Management and may be deemed to share beneficial ownership of the shares of which Ascribe Capital and Ascribe Management may be deemed to share beneficial ownership.

F9 · ownership.direct: 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 their pecuniary interests.

Read SEC document
February 28, 2019 Filed Mar 4, 2019 21:44 UTC Forbes Energy Services Ltd. NONE · Entity 149749 Purchase5.00% Subordinated convertible PIK notes due 2020 · Derivative 27,528,100 $27,528,100.00 $757,796,289,610,000.00
Disclosure

SEC source: 0001567619-19-006081 · doc1.xml · derivative · entry 2

Ascribe Capital LLC · CIK 0001673022 · 10% owner

Ascribe III Investments LLC · CIK 0001673023 · 10% owner

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,528,100

Underlying: Common Stock · Not disclosed shares

Expires not disclosed

F2 · derivative.exercise_price: Upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share.

F3 · shares: Interest on the Notes will be payable on each June 30 and December 31, commencing on June 30, 2019. Interest on the Notes will be payable solely by issuing additional Notes in an amount equal to the applicable amount of interest for the interest period (rounded up to the nearest whole dollar).

F2 · derivative.exercise_date: Upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share.

F2 · derivative.expiration_date: Upon the earliest to occur of: (i) a Marketed Public Offering (as such term is defined in the Issuer's prospectus dated February 13, 2019), (ii) a Change of Control (as such term is defined in the Issuer's prospectus dated February 13, 2019) and (iii) June 30, 2020 (or such earlier date as the Issuer elects to redeem the Notes), the Notes mandatorily convert at a conversion rate per $100 principal amount of Notes into a number of shares of the Issuer's Common Stock calculated based on the Fair Market Value (as such term is defined in the Issuer's prospectus dated February 13, 2019) of a share of the Issuer's Common Stock at such time, in each case less a 15% discount per share.

F4 · derivative.underlying_shares: The amount of shares of Common Stock that the Reporting Persons may receive upon mandatory conversion of the Notes is unknown at the time of filing.

F3 · balance_after: Interest on the Notes will be payable on each June 30 and December 31, commencing on June 30, 2019. Interest on the Notes will be payable solely by issuing additional Notes in an amount equal to the applicable amount of interest for the interest period (rounded up to the nearest whole dollar).

F5 · ownership.direct: Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Fund III. 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 Ascribe II Investments LLC ("Fund II" and, together with Fund III, the "Funds"), Ascribe Associates II, LLC ("Associates II") is the general partner of Opportunities II and Opportunities II(B).

F6 · ownership.direct: 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.

Read SEC document
February 28, 2019 Filed Mar 4, 2019 21:44 UTC Forbes Energy Services Ltd. NONE · Entity 149749 OtherSubscription Rights (right to buy) · Derivative 116,083 $0.00 $0.00
Disclosure

SEC source: 0001567619-19-006081 · doc1.xml · derivative · entry 1

Ascribe Capital LLC · CIK 0001673022 · 10% owner

Ascribe III Investments LLC · CIK 0001673023 · 10% owner

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: 5.00% subordinated convertible PIK notes due 2020 · 27,128,100 shares

Expires 2019-02-28

F1 · security: Represents the pro rata exercise of subscription rights in the Forbes Energy Services Ltd. (the "Issuer") rights offering, as described in the Issuer's prospectus dated February 13, 2019 (the "Prospectus"), by Ascribe III Investments LLC ("Fund III"), with each right entitling the holder to purchase $100 principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") at a purchase price of 100% of the principal amount thereof. Fund III acquired the Notes that were not subject to the exercise of its rights in the Rights Offering pursuant to the backstop commitment letter, dated November 16, 2018, filed as exhibit 10.4 to the Issuer's Current Report on Form 8-K filed with the SEC on November 23, 2018.

F1 · derivative.exercise_price: Represents the pro rata exercise of subscription rights in the Forbes Energy Services Ltd. (the "Issuer") rights offering, as described in the Issuer's prospectus dated February 13, 2019 (the "Prospectus"), by Ascribe III Investments LLC ("Fund III"), with each right entitling the holder to purchase $100 principal amount of the Issuer's 5.00% subordinated convertible PIK notes due 2020 (the "Notes") at a purchase price of 100% of the principal amount thereof. Fund III acquired the Notes that were not subject to the exercise of its rights in the Rights Offering pursuant to the backstop commitment letter, dated November 16, 2018, filed as exhibit 10.4 to the Issuer's Current Report on Form 8-K filed with the SEC on November 23, 2018.

F5 · ownership.direct: Ascribe Capital LLC ("Ascribe Capital") is the investment manager of Fund III. 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 Ascribe II Investments LLC ("Fund II" and, together with Fund III, the "Funds"), Ascribe Associates II, LLC ("Associates II") is the general partner of Opportunities II and Opportunities II(B).

F6 · ownership.direct: 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.

Read SEC document
December 28, 2018 Filed Jan 2, 2019 17:14 UTC Nuverra Environmental Solutions, Inc. NONE · Entity 129943 OtherSubscription Rights (Right to buy) · Derivative 1,495,607 $0.00 Strike: $9.61 $0.00
Disclosure

SEC source: 0000895345-19-000006 · form4.xml · derivative · entry 3

Ascribe Capital LLC · CIK 0001673022 · 10% owner

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner

Ascribe III Investments LLC · CIK 0001673023 · 10% owner

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,495,607 shares

Expires 2018-12-28

F1 · kind: 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.

F3 · ownership.direct: 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).

F4 · ownership.direct: 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.

F5 · ownership.direct: 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.

Read SEC document
December 28, 2018 Filed Jan 2, 2019 17:14 UTC Nuverra Environmental Solutions, Inc. NONE · Entity 129943 PurchaseCommon Stock 116,313 $9.61 $1,117,767.93
Disclosure

SEC source: 0000895345-19-000006 · form4.xml · nonDerivative · entry 2

Ascribe Capital LLC · CIK 0001673022 · 10% owner

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner

Ascribe III Investments LLC · CIK 0001673023 · 10% owner

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,021,879

F2 · kind: 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.

F3 · ownership.direct: 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).

F4 · ownership.direct: 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.

F5 · ownership.direct: 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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December 28, 2018 Filed Jan 2, 2019 17:14 UTC Nuverra Environmental Solutions, Inc. NONE · Entity 129943 OtherCommon Stock 1,495,607 $9.61 $14,372,783.27
Disclosure

SEC source: 0000895345-19-000006 · form4.xml · nonDerivative · entry 1

Ascribe Capital LLC · CIK 0001673022 · 10% owner

AMERICAN SECURITIES LLC · CIK 0001475483 · 10% owner

Ascribe III Investments LLC · CIK 0001673023 · 10% owner

Ascribe Opportunities Fund III, L.P. · CIK 0001570001 · 10% owner

Ascribe Opportunities Fund III(B), L.P. · CIK 0001570000 · 10% owner

Ascribe Associates III, LLC · CIK 0001703901 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,905,566

F1 · kind: 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.

F3 · ownership.direct: 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).

F4 · ownership.direct: 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.

F5 · ownership.direct: 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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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.