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