Nuverra Environmental Solutions, Inc. (OTCMKTS:NESC) Files An 8-K Other Events
Item 8.01OTHER EVENTS
On January 3, 2019, Nuverra Environmental Solutions, Inc. (the “Company”) issued a press release announcing the results of its Rights Offering to shareholders, which closed to subscriptions on December 28, 2018. Aggregate gross proceeds to the Company were $32.5 million. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The Rights Offering launched on December 10, 2018 and was backstopped by Ascribe II Investments LLC and Ascribe III Investments LLC (collectively “Ascribe”) and ECF Value Fund LP, ECF Value Fund II LP and ECF Value Fund International Master L.P. (collectively “Gates”), which collectively held approximately 88.6% of the issued and outstanding shares of Nuverra’s common stock as of the record date (December 10, 2018) for the Rights Offering. The Rights Offering was made to a prospectus supplement to the previously-filed Registration Statement on Form S-1, which was declared effective by the U.S. Securities and Exchange Commission on December 7, 2018.
Nuverra sold an aggregate of 3,381,894 shares of common stock at a purchase price of $9.61 per share in the Rights Offering. A total of 3,157,563 shares will be issued to the basic rights exercised (including 2,996,003 shares issued to Ascribe and Gates and 161,560 shares issued to other stockholders); 5 shares will be issued to stockholders (other than Ascribe and Gates) to the oversubscription privilege; and Ascribe and Gates will be issued 224,326 shares to their backstop commitment.
The shares of common stock subscribed for in the Rights Offering are expected to be distributed to applicable offering participants through the Company’s transfer agent or through the clearing systems of the Depository Trust Company, which commenced on January 2, 2019. Immediately following closing of the Rights Offering, the Company will have 15,614,981 common shares outstanding.
Item 9.01.FINANCIAL STATEMENTS AND EXHIBITS.
(d)Exhibits
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Exhibit Number |
Description |
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99.1 |
Press Release, dated January 3, 2019 |
EXHIBIT INDEX
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Exhibit Number |
Description |
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99.1 |
Press Release, dated January 3, 2019
|
Nuverra Environmental Solutions, Inc. Exhibit
EX-99.1 2 ex991-nuverrapressrelease.htm EXHIBIT 99.1 Exhibit NUVERRA ENVIRONMENTAL SOLUTIONS,…
To view the full exhibit click here
About Nuverra Environmental Solutions, Inc. (OTCMKTS:NESC)
Nuverra Environmental Solutions, Inc. (Nuverra) provides environmental solutions to customers focused on the development and production of oil and natural gas from shale formations. The Company’s environmental solutions include delivery, collection, treatment, recycling, disposal of water, wastewater, waste fluids, hydrocarbons, and restricted solids that are part of the drilling, completion, and production of shale oil and natural gas. The Company operates through three segments, which include the Northeast division comprising the Marcellus and Utica Shale areas; the Southern division comprising the Haynesville, Eagle Ford and Permian Basin Shale areas, and the Rocky Mountain division comprising the Bakken Shale area. Nuverra operates in select shale areas in the United States, including oil shale areas consisting of the Bakken, Eagle Ford and Permian Shale areas, and natural gas shale areas in Haynesville, Marcellus and Utica.
