Basic Energy Services Successfully Completes Prepackaged Restructuring And Emerges From Chapter 11 With $125 Million Of New Capital And Debt Level Reduced By $775 Million

FORT WORTH, Texas, Dec. 23, 2016 /PRNewswire/ -- Basic Energy Services, Inc. (NYSE: BAS) ("Basic" or the "Company") today announced that the Company and its affiliated chapter 11 debtors have successfully completed their prepackaged restructuring and recapitalization plan (the "Prepackaged Plan") and emerged from chapter 11 bankruptcy protection.

Through its Prepackaged Plan, Basic equitized over $800 million of unsecured debt, including accrued interest, eliminated over $60 million in annual cash interest, and raised $125 million of new capital.  Existing shareholders of record as of the close of trading on December 23, 2016 will receive new common stock and warrants in the reorganized Company.  The Company believes that its substantially deleveraged balance sheet and capital infusion position Basic for long-term success for the benefit of all of its stakeholders.

"Today marks the completion of a restructuring and recapitalization that allows the Company to move forward with a solid financial foundation from which we expect to continue to strengthen our business and grow," said Roe Patterson, Chief Executive Officer. "We now have the financial flexibility to continue to provide our customers with industry-leading expertise and safe, efficient services.  Basic is thankful for the continued support of our employees, customers and suppliers and for the support of our secured term loan lenders, secured ABL lenders and unsecured bondholders.  That support has been integral to the successful outcome of the chapter 11 process."

The Company's new common stock (CUSIP number 06985P 209) (the "New Common Shares") has been approved for listing on the New York Stock Exchange (the "NYSE") under the NYSE ticker symbol "BAS," the same as the symbol for existing shares of the Company's issued common stock (CUSIP number 06985P 100), which will be cancelled as of the close of business on December 23, 2016.  Trading in the New Common Shares on the NYSE is expected to commence on Tuesday, December 27, 2016.  The Company's warrants will not be listed on the NYSE or any other exchange at this time.

As previously announced, the Company's Prepackaged Plan was confirmed by the United States Bankruptcy Court for the District of Delaware on December 9, 2016 (see below).

Basic Energy Services Obtains Court Approval Of Restructuring And Recapitalization Plan

  • MORE THAN $800 MILLION IN DEBT EQUITIZED
  • $125 MILLION IN NEW CAPITAL RAISED
  • COMPANY TARGETS EMERGENCE BEFORE YEAR-END

FORT WORTH, Texas, Dec. 9, 2016 /PRNewswire/ -- Basic Energy Services, Inc. (NYSE: BAS) ("Basic" or the "Company") today announced that the Company and its affiliated chapter 11 debtors obtained court approval of their prepackaged restructuring and recapitalization plan (the "Prepackaged Plan"), which received near unanimous support from voting creditors.

"The court's confirmation of our Prepackaged Plan represents a critical step towards emerging from chapter 11 and securing a bright future for Basic," said Roe Patterson, Basic's President and Chief Executive Officer.  "Basic is thankful for the continued support of our creditors, employees, customers and suppliers.  Their support has been integral to the successful outcome of the chapter 11 process and we look forward to emerging as quickly as possible as a healthier company, poised to continue providing our customers with dependable, high-quality services, which are the hallmark of our Company."

Among other things, the Prepackaged Plan equitizes over $800 million of unsecured debt, eliminates over $60 million in annual cash interest, and completes a new capital raise of $125 million.  Specifically, the Prepackaged Plan provides for a debt-for-equity swap that will result in its existing unsecured bond obligations being converted into equity.  Existing shareholders will receive common stock and warrants in the reorganized Company.  In addition, the Prepackaged Plan implements agreements the Company reached with its existing secured lenders to continue their support of the Company through an amended and restated term loan agreement with more flexible covenants and an amended and restated ABL loan agreement.  Basic has also completed a $125 million fully backstopped rights offering of mandatorily convertible notes (totaling $131.25 million principal amount of notes including the backstop put premium), which will close on the effective date of the Prepackaged Plan and provide the Company with the cash it needs to operate successfully once it emerges from bankruptcy.  It is expected that the new notes will be deemed converted into equity of Basic contemporaneously with Basic's emergence from chapter 11 and thus will have no debt or interest burden on Basic.  All customer, vendor, and employee obligations associated with the ongoing business will remain unaffected.

Weil, Gotshal & Manges LLP is serving as legal counsel and Moelis & Company LLC is serving as investment banker to Basic.  AP Services, LLC is acting as restructuring advisors to the Company in connection with its restructuring efforts.

About Basic Energy Services

Basic Energy Services provides well site services essential to maintaining production from the oil and gas wells within its operating area. The Company employs over 3,500 employees in more than 100 service points throughout the major oil and gas producing regions in Texas, Louisiana, Oklahoma, New Mexico, Arkansas, Kansas, California and the Rocky Mountain and Appalachian regions. Additional information on Basic Energy Services is available on the Company's website at www.basicenergyservices.com.

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Safe Harbor Statement

This release includes forward-looking statements and projections, made in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements regarding the status of the negotiations and our liquidity.  Basic has made every reasonable effort to ensure that the information and assumptions on which these statements and projections are based are current, reasonable, and complete.  However, a variety of factors could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this release, including  (i) changes in demand for our services and any related material impact on our pricing and utilizations rates, (ii) Basic's ability to execute, manage and integrate acquisitions successfully, (iii) changes in our expenses, including labor or fuel costs and financing costs, (iv) continued volatility of oil or natural gas prices, and any related changes in expenditures by our customers, (v) competition within our industry, (vi) Basic's ability to comply with its financial and other covenants and metrics in its debt agreements, as well as any cross-default provisions, and (vii) the ability to execute the requirements of the Prepackaged Plan subsequent to its effective date.  Additional important risk factors that could cause actual results to differ materially from expectations are disclosed in Item 1A of Basic's Form 10-K for the year ended December 31, 2015 and subsequent Form 10-Qs filed with the SEC.  While Basic makes these statements and projections in good faith, neither Basic nor its management can guarantee that anticipated future results will be achieved.  Basic assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by Basic, whether as a result of new information, future events, or otherwise.

 

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