0000902664-22-001945.txt : 20220225
0000902664-22-001945.hdr.sgml : 20220225
20220225161622
ACCESSION NUMBER: 0000902664-22-001945
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220223
FILED AS OF DATE: 20220225
DATE AS OF CHANGE: 20220225
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gates Capital Management, Inc.
CENTRAL INDEX KEY: 0001312908
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33816
FILM NUMBER: 22680198
BUSINESS ADDRESS:
STREET 1: 1177 AVE. OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-626-1421
MAIL ADDRESS:
STREET 1: 1177 AVE. OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
FORMER NAME:
FORMER CONFORMED NAME: Gates Capital Management Inc.
DATE OF NAME CHANGE: 20041228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gates Jeffrey L
CENTRAL INDEX KEY: 0001394416
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33816
FILM NUMBER: 22680197
MAIL ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gates Capital Management GP, LLC
CENTRAL INDEX KEY: 0001714043
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33816
FILM NUMBER: 22680199
BUSINESS ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 212-626-0251
MAIL ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gates Capital Management, L.P.
CENTRAL INDEX KEY: 0001630228
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33816
FILM NUMBER: 22680200
BUSINESS ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: (212) 626-1421
MAIL ADDRESS:
STREET 1: 1177 AVENUE OF THE AMERICAS
STREET 2: 46TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Nuverra Environmental Solutions, Inc.
CENTRAL INDEX KEY: 0001403853
STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 11111 KATY FREEWAY
STREET 2: SUITE 1006
CITY: HOUSTON
STATE: TX
ZIP: 77079
BUSINESS PHONE: 602-903-7802
MAIL ADDRESS:
STREET 1: 11111 KATY FREEWAY
STREET 2: SUITE 1006
CITY: HOUSTON
STATE: TX
ZIP: 77079
FORMER COMPANY:
FORMER CONFORMED NAME: Heckmann Corp
DATE OF NAME CHANGE: 20111205
FORMER COMPANY:
FORMER CONFORMED NAME: Heckmann CORP
DATE OF NAME CHANGE: 20070620
4
1
ownership.xml
X0306
4
2022-02-23
1
0001403853
Nuverra Environmental Solutions, Inc.
NES
0001630228
Gates Capital Management, L.P.
1177 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK
NY
10036
0
0
1
0
0001714043
Gates Capital Management GP, LLC
1177 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK
NY
10036
0
0
1
0
0001312908
Gates Capital Management, Inc.
1177 AVE. OF THE AMERICAS
46TH FLOOR
NEW YORK
NY
10036
0
0
1
0
0001394416
Gates Jeffrey L
1177 AVENUE OF THE AMERICAS
46TH FLOOR
NEW YORK
NY
10036
0
0
1
0
Common Stock, par value $0.01 per share ("Common Stock")
2022-02-23
4
J
0
6626660
D
0
I
See footnote
On February 23, 2022, pursuant to the Agreement and Plan of Merger, dated December 12, 2021 (the "Merger Agreement"), (i) a direct wholly owned subsidiary of Select Energy Services, Inc. ("Select") merged with and into the Issuer, with the Issuer surviving as a direct wholly owned subsidiary of Select (the "Initial Merger"), and (ii) immediately following the Initial Merger, the Issuer merged with and into an indirect wholly owned subsidiary of Select ("Holdco"), with Holdco surviving the merger as an indirect wholly owned subsidiary of Select (the "Subsequent Merger" and, together with the Initial Merger, the "Mergers").
(Continued from Footnote 1) On February 23, 2022, pursuant to the Merger Agreement, each share of the Issuer's common stock issued and outstanding prior to the effective time of the Initial Merger was converted into the right to receive a number of shares of Select's Class A common stock (the "Class A Common Stock") equal to 0.2551 per share. On February 23, 2022, the per share closing price of the Class A Common Stock was $8.53.
Gates Capital Management, L.P. ("Gates Capital"), acts as the investment manager to certain funds (the "Gates Capital Funds") directly holding the securities reported herein. Gates Capital Management GP, LLC (the "General Partner") is the general partner of Gates Capital. Gates Capital Management, Inc. (the "Corporation"), is the managing member of the General Partner. Jeffrey L. Gates serves as President of the Corporation Each of Gates Capital, the General Partner, the Corporation and Jeffrey L. Gates, may be deemed to share beneficial ownership of the securities reported herein. Each of Gates Capital, the General Partner, the Corporation and Jeffrey L. Gates, disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interests therein, if any.
Gates Capital Management, L.P., By: Gates Capital Management GP, LLC, its general partner, By: Gates Capital Management, Inc., its managing member, By: /s/ Jeffrey L. Gates, President
2022-02-25
Gates Capital Management GP, LLC, By: Gates Capital Management, Inc., its managing member, By: /s/ Jeffrey L. Gates, President
2022-02-25
Gates Capital Management, Inc., By: /s/ Jeffrey L. Gates, President
2022-02-25
Jeffrey L. Gates, By: /s/ Jeffrey L. Gates
2022-02-25