Current Report Filing (8-k)
January 30 2023 - 3:19PM
Edgar (US Regulatory)
false 0001532286 0001532286 2023-01-30 2023-01-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 30, 2023
NINE ENERGY SERVICE, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-38347 |
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80-0759121 |
(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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2001 Kirby Drive, Suite 200 Houston, Texas
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77019 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (281) 730-5100
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
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NINE |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On January 30, 2023, Nine Energy Service, Inc. (the “Company”) completed the public offering of 300,000 units with an aggregate stated amount of $300,000,000 (the “Units”), pursuant to an underwriting agreement, dated January 19, 2023, by and among the Company, certain of its subsidiaries and J.P. Morgan Securities LLC, as representative of the several underwriters named in Schedule 1 thereto. Each Unit consists of $1,000 principal amount of 13.000% Senior Secured Notes due 2028 (collectively, the “Notes”), which are guaranteed by certain of the Company’s subsidiaries (the “Guarantees”), and five shares of common stock, par value $0.01 per share, of the Company (collectively, the “Shares” and, together with the Units, the Notes and the Guarantees, the “Securities”). The legal opinion of Kirkland & Ellis LLP as to the validity of the Securities is being filed as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: January 30, 2023 |
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NINE ENERGY SERVICE, INC. |
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By: |
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/s/ Theodore R. Moore |
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Theodore R. Moore |
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Senior Vice President and General Counsel |
Nine Energy Service (NYSE:NINE)
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