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MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC

Disclosed activity across 1 company

Tapewire entity
85609
SEC CIK
0001919469

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Reported relationships

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CompanyLast reported asReport datePublished
Independence Contract Drilling, Inc.ICDI · Entity 1541410% ownerNovember 25, 2024November 27, 2024

Disclosed balances

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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.

Independence Contract Drilling, Inc.

Report date November 25, 2024 · Filed November 27, 2024

Jointly reported with MSD Partners, L.P., MSD Credit Opportunity Master Fund, L.P., MSD PCOF Partners LXXIII, LLC

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Convertible Secured PIK Toggle Notes due 2026SEC Table II · derivative / convertible security · Conversion / exercise price $4.51 · Expires 2026-03-18IndirectSee footnotes103,593,927.06 Reported balance After 2024-11-25 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2024-11-25 · Purchase · Acquired 3,757,500 · Balance 103,593,927.06

F4: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F7: Includes PIK interest received by the Reporting Persons on September 30, 2024.

F1: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD Private Credit Opportunity (NON-ECI) Fund, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F3: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

Filing footnotes · ownership attribution and instrument terms

F1: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD Private Credit Opportunity (NON-ECI) Fund, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F3: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

F4: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F7: Includes PIK interest received by the Reporting Persons on September 30, 2024.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
November 25, 2024 Filed Nov 27, 2024 16:33 UTC Independence Contract Drilling, Inc. ICDI · Entity 15414 PurchaseConvertible Secured PIK Toggle Notes due 2026 · Derivative 3,757,500 $4.51 Strike: $4.51 $16,946,325.00
Disclosure

SEC source: 0000950170-24-131545 · ownership.xml · derivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 103,593,927.06

Underlying: Common Stock · 833,148 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · shares: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' purchase, pursuant to the terms and conditions of the Convertible Note Subscription Agreement dated November 25, 2024 by and among the Issuer, MSD PCOF Partners, MSD Private Credit Opportunity Fund, Master Fund and Glendon Opportunities Fund II, L.P., of $3,757,500 principal amount of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") . The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. The Notes have a payment-in-kind, or "PIK," interest rate of SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F7 · balance_after: Includes PIK interest received by the Reporting Persons on September 30, 2024.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD Private Credit Opportunity (NON-ECI) Fund, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

Read SEC document
June 04, 2024 Filed Jun 5, 2024 16:48 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 OtherConvertible Secured PIK Toggle Notes due 2026 · Derivative Not disclosed $4.51 Strike: $4.51 $1,832,504.31
Disclosure

SEC source: 0000950170-24-069383 · ownership.xml · derivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock · 406,320 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · reported_value: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · reported_value: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · reported_value: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F7 · valueOwnedAfter: Includes PIK interest received by the Reporting Persons on September 30, 2022, March 31, 2023, September 30, 2023, and March 31, 2024.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a Managing Director of MSD Partners, was appointed to the Issuer's board of directors.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

Read SEC document
March 06, 2024 Filed Mar 8, 2024 16:05 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 OtherConvertible Secured PIK Toggle Notes due 2026 · Derivative Not disclosed $4.51 Strike: $4.51 $1,912,817.08
Disclosure

SEC source: 0000950170-24-028624 · ownership.xml · derivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock · 424,127 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · reported_value: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · reported_value: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · reported_value: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $3.5 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 among the Issuer, Sidewinder Drilling LLC and U.S. Bank Trust Company, National Association, as amended by the First Supplemental Indenture, dated as of July 21, 2022, the Second Supplemental Indenture, dated as of February 24, 2023, and the Third Supplemental Indenture, dated as of February 27, 2024 (collectively, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F7 · valueOwnedAfter: Includes PIK interest received by the Reporting Persons on September 30, 2022, March 31, 2023 and September 30, 2023.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a Managing Director of MSD Partners, was appointed to the Issuer's board of directors.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

Read SEC document
December 13, 2023 Filed Dec 14, 2023 17:32 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 OtherConvertible Secured PIK Toggle Notes due 2026 · Derivative Not disclosed $4.51 Strike: $4.51 $2,618,169.20
Disclosure

SEC source: 0000899243-23-020635 · doc4.xml · derivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock · 580,525 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · reported_value: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · reported_value: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · reported_value: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants. Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a Managing Director of MSD Partners, was appointed to the Issuer's board of directors.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Read SEC document
September 07, 2023 Filed Sep 11, 2023 20:40 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 OtherConvertible Secured PIK Toggle Notes due 2026 · Derivative Not disclosed $4.51 Strike: $4.51 $2,723,744.62
Disclosure

SEC source: 0000899243-23-018700 · doc4.xml · derivative · entry 2

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock · 603,935 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · reported_value: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · reported_value: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · reported_value: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a Managing Director of MSD Partners, was appointed to the Issuer's board of directors.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Read SEC document
June 08, 2023 Filed Sep 11, 2023 20:40 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 OtherConvertible Secured PIK Toggle Notes due 2026 · Derivative Not disclosed $4.51 Strike: $4.51 $2,614,372.30
Disclosure

SEC source: 0000899243-23-018700 · doc4.xml · derivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: Not disclosed

Underlying: Common Stock · 579,683 shares

Expires 2026-03-18

F4 · derivative.exercise_price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.exercise_price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.exercise_price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · reported_value: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · reported_value: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · reported_value: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · price: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · price: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · price: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F4 · derivative.underlying_shares: Represents the Reporting Persons' pro rata share of the Issuer's mandatory redemption offer of $5.0 million of the Issuer's Floating Rate Convertible Senior Secured PIK Toggle Notes due 2026 (the "Notes") pursuant to the terms of the Indenture, dated as of March 18, 2022 (the "Base Indenture"), among the Issuer, Sidewinder Drilling LLC ("Sidewinder") and U.S. Bank Trust Company, National Association ("Trustee"), as amended by the First Supplemental Indenture, dated as of July 21, 2022, among the Issuer, Sidewinder and the Trustee (the "First Supplemental Indenture", and, together with the Base Indenture, the "Indenture"). The Notes held by the Reporting Persons are convertible into shares of the Issuer's common stock at an effective conversion price of $4.51 per share, as approved by the shareholders of the Issuer at the 2022 Annual Meeting of Stockholders held on June 8, 2022; [Cont'd]

F5 · derivative.underlying_shares: [Continuation] provided that the Reporting Persons are not entitled to receive shares of common stock upon conversion of any Notes to the extent to which the aggregate number of shares of common stock that may be acquired by the Reporting Persons upon conversion of Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by the Reporting Persons and each person subject to aggregation of the shares of common stock with the Reporting Persons under Section 13 or Section 16 of the Exchange Act and the rules promulgated thereunder at such time, as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 19.9% (the "Restricted Ownership Percentage") of the total issued and outstanding shares of the Issuer's common stock. In lieu of any shares of common stock not delivered upon conversion by operation of the Restricted Ownership Percentage limitation, [Con't]

F6 · derivative.underlying_shares: [Continuation] the Issuer will deliver Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. Any Pre-Funded Warrants issued in lieu of shares of common stock in connection with a conversion of Notes prior to the Issuer's shareholder approval would also not be exercisable in accordance with the terms of the Pre-Funded Warrants.Pursuant to the Indenture, the Notes had an initial payment-in-kind, or "PIK," interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreased to SOFR plus 9.5% as of September 30, 2022. The Notes also have a cash interest rate of SOFR plus 12.5%.

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP. Messr. Lemkau disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a Managing Director of MSD Partners, was appointed to the Issuer's board of directors.

F3 · ownership.nature: Each Reporting Person and Messr. Lemkau declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934 or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Read SEC document
December 21, 2022 Filed Dec 22, 2022 17:00 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 233,836 $2.96 $692,154.56
Disclosure

SEC source: 0000899243-22-039221 · doc4.xml · nonDerivative · entry 3

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,701,000

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

Read SEC document
December 21, 2022 Filed Dec 22, 2022 17:00 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 7,660 $3.02 $23,133.20
Disclosure

SEC source: 0000899243-22-039221 · doc4.xml · nonDerivative · entry 2

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,934,836

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

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December 20, 2022 Filed Dec 22, 2022 17:00 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 12,298 $3.01 $37,016.98
Disclosure

SEC source: 0000899243-22-039221 · doc4.xml · nonDerivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,942,496

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

Read SEC document
December 19, 2022 Filed Dec 21, 2022 17:00 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 63,607 $3.02 $192,093.14
Disclosure

SEC source: 0000899243-22-039176 · doc4.xml · nonDerivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 1,954,794

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

Read SEC document
December 14, 2022 Filed Dec 15, 2022 16:27 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 2,432 $3.14 $7,636.48
Disclosure

SEC source: 0000899243-22-038599 · doc4.xml · nonDerivative · entry 2

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 2,018,401

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

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December 13, 2022 Filed Dec 15, 2022 16:27 UTC Independence Contract Drilling, Inc. ICD · Entity 15414 SaleCommon Stock 7,810 $3.20 $24,992.00
Disclosure

SEC source: 0000899243-22-038599 · doc4.xml · nonDerivative · entry 1

MSD Partners, L.P. · CIK 0001514334 · Director · 10% owner

MSD Credit Opportunity Master Fund, L.P. · CIK 0001534735 · Director · 10% owner

MSD PCOF Partners LXXIII, LLC · CIK 0001919428 · Director · 10% owner

MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC · CIK 0001919469 · Director · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 2,020,833

F1 · ownership.nature: This statement is jointly filed by and on behalf of each of MSD Partners, L.P. ("MSD Partners"), MSD Credit Opportunity Master Fund, L.P. ("Master Fund"), MSD PCOF Partners LXXIII, LLC ("MSD PCOF Partners"), and MSD PRIVATE CREDIT OPPORTUNITY (NON-ECI) FUND, LLC ("MSD Private Credit Opportunity Fund"). Master Fund, MSD PCOF Partners, and MSD Private Credit Opportunity Fund are the record and direct beneficial owners of the securities reported herein. MSD Partners is the investment manager of each of Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund and may be deemed to beneficially own securities owned by Master Fund, MSD PCOF Partners and MSD Private Credit Opportunity Fund. [Cont'd]

F2 · ownership.nature: [Continuation] MSD Partners (GP), LLC ("MSD GP") is the general partner of MSD Partners and may be deemed to beneficially own securities owned by MSD Partners. Each of Gregg R. Lemkau, Marc R. Lisker and Brendan Rogers is a manager of MSD GP and may be deemed to beneficially own securities owned by MSD GP. Each of Messrs. Lemkau, Lisker and Rogers disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein. Christopher Gleysteen, who is a principal of MSD Partners, was appointed to the Issuer's board of directors.

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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.