0000076321-19-000027.txt : 20190328
0000076321-19-000027.hdr.sgml : 20190328
20190328171949
ACCESSION NUMBER: 0000076321-19-000027
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190326
FILED AS OF DATE: 20190328
DATE AS OF CHANGE: 20190328
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sumruld Michael W
CENTRAL INDEX KEY: 0001694261
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-07573
FILM NUMBER: 19712967
MAIL ADDRESS:
STREET 1: C/O LYONDELLBASELL INDUSTRIES N.V.
STREET 2: DELFTSEPLEIN 27E
CITY: ROTTERDAM
STATE: P7
ZIP: 3013AA
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PARKER DRILLING CO /DE/
CENTRAL INDEX KEY: 0000076321
STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381]
IRS NUMBER: 730618660
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5 GREENWAY PLAZA
STREET 2: SUITE 100
CITY: HOUSTON
STATE: TX
ZIP: 77046
BUSINESS PHONE: 281-406-2000
MAIL ADDRESS:
STREET 1: 5 GREENWAY PLAZA
STREET 2: SUITE 100
CITY: HOUSTON
STATE: TX
ZIP: 77046
4
1
wf-form4_155380797089954.xml
FORM 4
X0306
4
2019-03-26
0
0000076321
PARKER DRILLING CO /DE/
NONE
0001694261
Sumruld Michael W
5 GREENWAY PLAZA, SUITE 100
HOUSTON
TX
77046
0
1
0
0
Sr. VP and CFO
Common Stock
2019-03-26
4
D
0
2674
D
0
D
Common Stock
2019-03-26
4
A
0
38
A
38
D
Common Stock
2019-03-26
4
M
0
397
15.06
A
435
D
Restricted Stock Units
2019-03-26
4
A
0
39798
A
Common Stock
39798.0
39798
D
Option (Employee Right to Buy)
23.0
2019-03-26
4
A
0
59698
A
Common Stock
59698.0
59698
D
Warrants (right to buy)
48.85
2019-03-26
4
A
0
441
A
Common Stock
441.0
441
D
Subcription Rights (right to buy)
15.06
2019-03-26
4
M
0
397
15.06
D
Common Stock
397.0
0
D
On December 12, 2018, Parker Drilling Company (the "Issuer") and certain of its U.S. subsidiaries, (collectively, with the Issuer, the "Debtors"), filed voluntary petitions in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. On March 7, 2019, the Bankruptcy Court entered an order confirming the Debtors' Amended Joint Chapter 11 Plan of Reorganization, dated as of January 21, 2019 (as amended, modified or supplemented from time to time, the "Plan"), and on March 26, 2019 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy.
On the Effective Date, all outstanding shares of the Issuer's common stock ("Old Common Stock") were cancelled and extinguished.
New shares of the Issuer's common stock, $0.01 par value per share (the "New Shares") were issued to the Reporting Person pursuant to the Plan in exchange for Old Common Stock held by the Reporting Person on the Effective Date under the Plan. The receipt of New Shares was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
In accordance with the Plan, the Reporting Person also received the right to participate in a rights offering to purchase New Shares for $15.06 per New Share (the Rights Offering) on account of the Old Common Stock held by the Reporting Person and the Reporting Person purchased New Shares in the Rights Offering.
Each restricted stock unit ("Restricted Stock Unit") represents a contingent right to receive one New Share.
In accordance with the Plan, the Reporting Person received an award of Restricted Stock Units.
The Restricted Stock Units will vest as follows: (i) one-third (1/3) on the first anniversary of the Effective Date; (ii) one-third (1/3) on the second anniversary of the Effective Date; and (iii) one-third on the third anniversary of the Effective Date. The Restricted Stock Units do not expire. The vested Restricted Stock Units will settle as soon as practicable following each applicable vesting date.
In accordance with the Plan, the Reporting Person received an award of stock options.
The stock options will vest and become exercisable as follows: (i) one-third (1/3) on the first anniversary of the Effective Date; (ii) one-third (1/3) on the second anniversary of the Effective Date; and (iii) one-third on the third anniversary of the Effective Date.
The stock options expire on the tenth anniversary of the Effective Date.
In accordance with the Plan, the Reporting Person also received Warrants to purchase New Shares in exchange for Old Common Stock held by the Reporting Person on the Effective Date.
On the Effective Date, the Issuer and Equiniti Trust Company, a limited trust company organized under the laws of the State of New York, entered into the Warrant Agreement, dated as of the Effective Date (the "Warrant Agreement") pursuant to which each warrant became exercisable for one New Share. The warrants were exercisable from the date of issuance and expire at 5:00 p.m., New York City time, on the fifth and a half anniversary of the Effective Date.
Michael W. Sumruld
2019-03-27