BAS / Basis Energy Services, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Basis Energy Services, Inc. / FROHLICH PHIL Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 3) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number)

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Bankruptcy or Receivership, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): October 1, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Asset Purchase Agreement, dated as of September 15, 2021, by and among Basic Energy Services, Inc., Basic Energy Services, L.P. C&J Well Services, Inc. and KVS Transportation, Inc., Taylor Industries, LLC, and Ranger Energy Acquisition, LLC.

Exhibit 2.2 Execution Version ASSET PURCHASE AGREEMENT dated as of September 15, 2021 by and among Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc., KVS Transportation, Inc., and Taylor Industries, LLC as Sellers, and Ranger Energy Acquisition, LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE 1 Sec

Asset Purchase Agreement, dated as of September 15, 2021, Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., and Berry Corporation (bry).

Exhibit 2.3 Successful Bid Execution Copy AMENDED AND RESTATED ASSET PURCHASE AGREEMENT dated as of September 15, 2021 by and between Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., as Sellers, and Berry Corporation (bry) as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE 2

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 23, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Bankruptcy or Receivership, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 17, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Asset Purchase Agreement, dated as of August 17, 2021, by and among Basic Energy Services, L.P. and Agua Libre Midstream, LLC, Select Energy Services, Inc. and Select Energy Services, LLC.

Exhibit 2.1 ASSET PURCHASE AGREEMENT dated as of August 17, 2021 by and between Basic Energy Services, L.P. and Agua Libre Midstream LLC, as Sellers, Select Energy Services, Inc., as Parent, and Select Energy Services, LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE 2 Section 2.01 Purchase and Sale of the Assets 2 Section 2.02 Ex

Asset Purchase Agreement, dated as of August 17, 2021, by and among Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., and Axis Energy Services Holdings, LLC.

Exhibit 2.2 ASSET PURCHASE AGREEMENT dated as of August 17, 2021 by and among Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., as Sellers, and Axis Energy Services Holdings, LLC, as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE 1 Section 2.01 Purchase and Sale of the Assets

Basic Energy Services Announces Asset Purchase Agreements with Axis Energy Services, Berry Corporation and Select Energy Services Axis, Berry and Select to Serve as Proposed “Stalking Horse” Bidders in Court-Supervised Sale Process Sale Processes to

Exhibit 99.1 FOR IMMEDIATE RELEASE Basic Energy Services Announces Asset Purchase Agreements with Axis Energy Services, Berry Corporation and Select Energy Services Axis, Berry and Select to Serve as Proposed ?Stalking Horse? Bidders in Court-Supervised Sale Process Sale Processes to Be Facilitated Through Voluntary Chapter 11 Filing FORT WORTH, Texas ? August 17, 2021 ? Basic Energy Services, Inc

Asset Purchase Agreement, dated as of August 17, 2021, Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., and Berry Corporation (bry).

Exhibit 2.3 ASSET PURCHASE AGREEMENT dated as of August 17, 2021 by and between Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc. and KVS Transportation, Inc., as Sellers, and Berry Corporation (bry), as Buyer TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE II PURCHASE AND SALE 2 Section 2.01 Purchase and Sale of the Assets 2 Sectio

Debtor-in-Possession Secured Multi-Draw Promissory Note, dated as of August 18, 2021, among the Basic Energy Services, Inc., as borrower, the various lenders from time to time party thereto and Guggenheim Credit Services, LLC, as agent.

Exhibit 10.1 DEBTOR IN POSSESSION SECURED MULTI-DRAW TERM PROMISSORY NOTE $ 35,000,000 New York, New York August 18, 2021 On August 18, 2021 (the ?Petition Date?), BASIC ENERGY SERVICES, INC., a Delaware corporation (the ?Borrower?) and certain of its Subsidiaries commenced Chapter 11 Cases, which cases are being jointly administered under Chapter 11 Case No. 21-90002 (each a ?Chapter 11 Case? and

SEC FILE NUMBER

NT 10-Q 1 tm2125361d1nt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 OMB APPROVAL Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response 2.50 SEC FILE NUMBER 001-32693 CUSIP NUMBER 06985P209 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 27, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): June 22, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Fourth Supplemental Indenture, dated as of June 22, 2021 by and among Basic Energy Services, Inc., the guarantors party thereto and UMB Bank, N.A. as trustee and collateral agent.

Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE (this ?Fourth Supplemental Indenture?), dated as of June 22, 2021, among Basic Energy Services, Inc. (together with its successors and assigns, the ?Company?), each Guarantor under the Indenture referred to below, and UMB Bank, N.A., as Trustee (in such capacity, the ?Trustee?) and Collateral Agent (in such capacity, the ?Coll

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): May 20, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERVICES

Amendment to Consent Letter, dated as of May 14, 2021, by and among Basic Energy Services, Inc. and Ascribe III Investments LLC.

Exhibit 10.8 ASCRIBE III INVESTMENTS, LLC 299 Park Avenue, 34th Floor New York, NY 10171 CONFIDENTIAL May 14, 2021 Amendment to Consent Letter Basic Energy Services, Inc. 801 Cherry Street, Suite 2100 Fort Worth, Texas 76102 Re: Extension of Forbearance Period This Amendment to Consent Letter (the ?Amendment?) amends that certain Consent Letter, dated as of May 3, 2021, by Ascribe III Investments

Second Amendment to the Forbearance Agreement, dated as of May 14, 2021, by and among Basic Energy Services, Inc., the subsidiary guarantors party thereto and Bank of America, N.A. as administrative agent.

Exhibit 10.7 SECOND AMENDMENT TO FORBEARANCE AGREEMENT This SECOND AMENDMENT TO FORBEARANCE AGREEMENT (this ?Amendment?), dated as of May 14, 2021, is made by and among BASIC ENERGY SERVICES, INC., a Delaware corporation (the ?Borrower?), the Subsidiaries of Borrower party to this Amendment (collectively, the ?Guarantors?), the Lenders party to this Amendment constituting the Required Lenders, and

Forbearance Agreement, dated as of May 14, 2021, by and among Basic Energy Services, Inc., the subsidiary guarantors party thereto and the Supporting Holders.

Exhibit 10.5 FORBEARANCE AGREEMENT This FORBEARANCE AGREEMENT (this ?Agreement?), dated as of May 14, 2021, among Basic Energy Services, Inc. (together with its successors and assigns, the ?Issuer?), the Guarantors (together with the Issuer, the ?Obligors?) and the undersigned beneficial holders and/or investment advisors or managers of discretionary accounts for such beneficial holders (together

Forbearance Agreement, dated as of May 14, 2021, by and among Basic Energy Services, Inc., the subsidiary guarantors party thereto, the lenders party thereto and Cantor Fitzgerald Securities, as administrative agent and collateral agent.

Exhibit 10.6 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (this ?Agreement?) is entered into as of May 14, 2021, by and among BASIC ENERGY SERVICES, INC., a Delaware corporation (the ?Borrower?), the Guarantors party hereto (the ?Guarantors?), CANTOR FITZGERALD SECURITIES, as administrative agent for the Term Loan Lenders (in such capacity, the ?Administrative Agent?) and the Term Loan Lenders

Third Supplemental Indenture, dated as of May 3, 2021 by and among Basic Energy Services, Inc., the guarantors party thereto and UMB Bank, N.A. as trustee and collateral agent.

Exhibit 4.1 Execution Version THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this ?Third Supplemental Indenture?), dated as of May 3, 2021, among Basic Energy Services, Inc. (together with its successors and assigns, the ?Company?), each Guarantor under the Indenture referred to below, and UMB Bank, N.A., as Trustee (in such capacity, the ?Trustee?) and Collateral Agent (in such capaci

Limited Consent and First Amendment to the Forbearance Agreement, dated as of April 28, 2021 by and among Basic Energy Services, certain of the Company’s subsidiaries, Bank of America, N.A. as administrative agent and the Credit Agreement Forbearing Parties.

Exhibit 10.2 Execution Version LIMITED CONSENT AND FIRST AMENDMENT TO FORBEARANCE AGREEMENT This LIMITED CONSENT AND FIRST AMENDMENT TO FORBEARANCE AGREEMENT (this ?Amendment?), dated as of April 28, 2021, is made by and among BASIC ENERGY SERVICES, INC., a Delaware corporation (the ?Borrower?), the Subsidiaries of Borrower party to this Amendment (collectively, the ?Guarantors?), the Lenders part

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): May 3, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission F

Super Priority Credit Agreement, dated as of May 3, 2021, by and among Basic Energy Services, Inc., the lenders party thereto, and Cantor Fitzgerald Securities, as administrative agent and collateral agent.

Exhibit 10.1 EXECUTION VERSION Super Priority CREDIT AGREEMENT Dated as of May 3, 2021 among BASIC ENERGY SERVICES, INC., as the Borrower, CANTOR FITZGERALD SECURITIES, as Administrative Agent and The Term Loan Lenders Party Hereto TABLE OF CONTENTS ARTICLE I DEFINITIONS AND ACCOUNTING TERMS 1.01 Defined Terms 1 1.02 Other Interpretive Provisions 25 1.03 Accounting Terms 25 1.04 Rounding 26 1.05 T

Consent Letter, dated as of May 3, 2021, by and among Basic Energy Services, Inc. and Ascribe III Investments LLC.

Exhibit 10.3 ASCRIBE III INVESTMENTS, LLC 299 Park Avenue, 34th Floor New York, NY 10171 CONFIDENTIAL May 3, 2021 Consent Letter Basic Energy Services, Inc. 801 Cherry Street, Suite 2100 Fort Worth, Texas 76102 Reference is hereby made to (i) that certain Senior Secured Promissory Note dated March 9, 2020 (the ?March 2020 Note?) issued by Basic Energy Services, Inc. (?Borrower?) and payable to Asc

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): April 27, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

Amendment to Employment Agreement made and entered into by and between Basic Energy Services, Inc. and Adam Hurley, effective as of April 27, 2021.

Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the "Amendment") is made and entered into by and between Basic Energy Services, Inc., a Delaware corporation (hereafter "Company"), and Adam Hurley (hereafter "Executive"), effective as of April 27, 2021 (the "Effective Date"). WITNESSETH: WHEREAS, the Company and the Executive previously entered into that certa

Basic Energy Services Announces Completion of Sale-Leaseback Transaction

Exhibit 99.1 Basic Energy Services Announces Completion of Sale-Leaseback Transaction FORT WORTH, Texas ? May 3, 2021 ? Basic Energy Services, Inc. (OTCQX: BASX) (?Basic? or the ?Company?) today announced that it has completed a sale-leaseback transaction related to certain real property in Los Angeles County, California. The purchase price for the property consisted of $10.5 million, subject to a

Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32693 Basic E

Forbearance Agreement, dated April 14, 2021, by and among Basic Energy Services, Inc., the guarantors, the lenders party thereto, and Bank of America, N.A. as administrative agent, a swing line lender, and an L/C issuer.

Exhibit 10.1 Execution Version FORBEARANCE AGREEMENT This FORBEARANCE AGREEMENT (this ?Agreement?) is entered into as of April 14, 2021 (the ?Effective Date?) by and among BASIC ENERGY SERVICES, INC., a Delaware corporation (the ?Borrower?), the Subsidiaries of Borrower party to this Agreement (collectively, the ?Guarantors?), the Lenders party to this Agreement constituting the Required Lenders,

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): April 15, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

Basic Energy Services Elects to Utilize Interest Payment Grace Period While Continuing Balance Sheet Deleveraging Discussions with Lenders and Bondholders

Exhibit 99.1 Basic Energy Services Elects to Utilize Interest Payment Grace Period While Continuing Balance Sheet Deleveraging Discussions with Lenders and Bondholders FORT WORTH, Texas ? April 15, 2021 ? Basic Energy Services, Inc. (OTCQX: BASX) (?Basic? or the ?Company?) today announced it has elected to utilize the 30-day grace period under the terms of the indenture governing its 10.75% senior

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): March 31, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

Exhibit 99.10 – Second Amendment to Exchange Agreement, dated March 31, 2021, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC.

Exhibit 99.10 SECOND AMENDMENT TO EXCHANGE AGREEMENT This SECOND AMENDMENT TO EXCHANGE AGREEMENT (this “Amendment”), is made and entered into as of March 31, 2021, by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Ascribe III Investments LLC, a Delaware limited liability company (the “Noteholder”). Each of the Company and the Noteholder shall be referred to he

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 12*) Under the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 12*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 590 Madison Avenue, 38th Floor New York, New York 10022 (21

Second Amendment to Exchange Agreement, dated as of March 31, 2021, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.51 to the Company’s Annual Report on Form 10-K (SEC File No. 001-32693) filed on March 31, 2021).

Exhibit 10.51 SECOND AMENDMENT TO EXCHANGE AGREEMENT This SECOND AMENDMENT TO EXCHANGE AGREEMENT (this ?Amendment?), is made and entered into as of March 31, 2021, by and between Basic Energy Services, Inc., a Delaware corporation (the ?Company?), and Ascribe III Investments LLC, a Delaware limited liability company (the ?Noteholder?). Each of the Company and the Noteholder shall be referred to he

Limited Waiver, dated March 31, 2021, by and among Basic Energy Services, Inc., as borrower, certain subsidiaries of borrower, the financial institutions party to the Limited Waiver constituting the Required Lenders and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer

Exhibit 10.43 LIMITED WAIVER This LIMITED WAIVER (this ?Limited Waiver?) is entered into as of March 31, 2021 by and among BASIC ENERGY SERVICES, INC., a Delaware corporation ( ?Borrower?), the Subsidiaries of Borrower party to this Limited Waiver (collectively, the ?Guarantors?), the financial institutions party to this Limited Waiver constituting the Required Lenders, and BANK OF AMERICA, N.A.,

Description of Securities

Exhibit 4.8 BASIC ENERGY SERVICES, INC. DESCRIPTION OF SECURITIES The following summary of each of our capital stock, Second Amended and Restated Certificate of Incorporation (as amended, the ?Certificate of Incorporation?), Certificate of Designations of Series A Participating Preferred Stock (the ?Certificate of Designations?) and Second Amended and Restated Bylaws (the ?Bylaws?) does not purpor

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of Basic Energy Services, Inc. As of December 31, 2020 Name of Subsidiary Jurisdiction of Formation Basic Energy Services GP, LLC Delaware Basic Energy Services LP, LLC Delaware Basic Energy Services, L.P. Delaware Basic ESA, Inc. Texas C&J Well Services, Inc. Delaware KVS Transportation, Inc. California Indigo Injection #3, LLC Texas Indigo Injection #3-1, LLC Delaware N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐TRANSITION REPORT PURSUANT TO SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ?TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32693 Basic Energy Services, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 4)* Basi

CUSIP No: 06985P209 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 4)* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 06985P209 (CUSIP N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 2) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 2) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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 11, 2021 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

Employment Agreement of

Exhibit 10.1 EMPLOYMENT AGREEMENT (Robby Reeb) THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into by and between BASIC ENERGY SERVICES, INC., a Delaware corporation (hereafter “Company”), and Robby Reeb (hereafter “Executive”), on the date or dates indicated on the signature page hereto, but effective for all purposes as of January 11, 2021 (the “Effective Date”). The Company an

Other Events - 8-K

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): December 4, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

Financial Statements and Exhibits, Other Events - 8-K

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): November 20, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commis

Basic Energy Services Announces Extension of Deadlines for Private Exchange Offer, Rights Offering and Consent Solicitation

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director of Financial Planning & Analysis Basic Energy Services, Inc. 817-334-4100 Basic Energy Services Announces Extension of Deadlines for Private Exchange Offer, Rights Offering and Consent Solicitation FORT WORTH, Texas—November 20, 2020—Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced that it has extended certa

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

Employment Agreement of Michael Henry, dated November

Exhibit 10.1 EMPLOYMENT AGREEMENT (Michael Henry) THIS EMPLOYMENT AGREEMENT (the ?Agreement?), is made and entered into by and between BASIC ENERGY SERVICES, INC., a Delaware corporation (hereafter ?Company?), and Michael Henry (hereafter ?Executive?), on the date or dates indicated on the signature page hereto, but effective for all purposes as of November 9, 2020 (the ?Effective Date?). The Comp

Exhibit 99.8 – Commitment Agreement, dated November 5, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC.

Exhibit 99.8 Execution Version ASCRIBE III INVESTMENTS LLC 299 Park Avenue, 34th Floor New York, NY 10171 CONFIDENTIAL November 5, 2020 Basic Energy Services, Inc. 80 l Cherry Street, Suite 2100 Fort Worth, TX 76102 Attention: Keith L. Schilling Email: [email protected] Commitment Letter Ladies and Gentlemen: Basic Energy Services, Inc., a Delaware corporation (the “Company”,

BASX / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 11*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-80

Exhibit 99.9 – First Amendment to Exchange Agreement, dated November 5, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC.

Exhibit 99.9 Execution Version FIRST AMENDMENT TO EXCHANGE AGREEMENT This FIRST AMENDMENT TO EXCHANGE AGREEMENT (this “Amendment”), is made and entered into as of November 5, 2020, by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Ascribe III Investments LLC, a Delaware limited liability company (the “Noteholder”). Each of the Company and the Noteholder shall

CAPITALIZATION

EX-99.2 Exhibit 99.2 Our Company We provide wellsite services in the United States to oil and natural gas production companies, with a focus on well servicing, water logistics, and completion and remedial services which are trusted, safe, and reliable. These services are fundamental to establishing and maintaining the flow of oil and natural gas throughout the productive life of a well. Our broad

Commitment Agreement, dated November 5, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC.

EX-10.1 Exhibit 10.1 [Ascribe Letterhead] CONFIDENTIAL November 5, 2020 Basic Energy Services, Inc. 80 l Cherry Street, Suite 2100 Fort Worth, TX 76102 Attention: Keith L. Schilling Email: [email protected] Commitment Letter Ladies and Gentlemen: Basic Energy Services, Inc., a Delaware corporation (the “Company”, “you” or “your”) has advised Ascribe III Investment LLC, a Dela

Basic Energy Services Commences Private Exchange Offer and Consent Solicitation

EX-99.1 Exhibit 99.1 Basic Energy Services Commences Private Exchange Offer and Consent Solicitation FORT WORTH, Texas—November 5, 2020—Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced that it is commencing a private exchange offer (the “Exchange Offer”) with respect to its 10.75% Senior Secured Notes due 2023 (the “Existing Notes”) and related rights offering (

First Amendment to Exchange Agreement, dated November 5, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC.

EX-10.2 Exhibit 10.2 FIRST AMENDMENT TO EXCHANGE AGREEMENT This FIRST AMENDMENT TO EXCHANGE AGREEMENT (this “Amendment”), is made and entered into as of November 5, 2020, by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Ascribe III Investments LLC, a Delaware limited liability company (the “Noteholder”). Each of the Company and the Noteholder shall be referre

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

8-K 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): November 5, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Com

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERV

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): November 2, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BASIC ENERGY SERVICES REPORTS THIRD QUARTER 2020 RESULTS

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director of Financial Planning & Analysis Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS THIRD QUARTER 2020 RESULTS FORT WORTH, TEXAS - November 2, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced its financial and operating results for the third quarter ended September 30, 2020. Third

, by and among the Company, the subsidiaries of the Company party thereto, the financial institutions party to the amendment constituting the

Exhibit 10.3 THIRD AMENDMENT TO ABL CREDIT AGREEMENT This THIRD AMENDMENT TO ABL CREDIT AGREEMENT (this “Amendment”), is made and entered into as of October 15, 2020, by and among BASIC ENERGY SERVICES, INC., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower party to the Amendment (collectively, the “Guarantors”), the financial institutions party to this Amendment constitut

, certain subsidiaries of the Company party thereto and Ascribe III Investments LLC.

Exhibit 10.2 Notwithstanding anything herein to the contrary, the lien and security interest granted to the Ascribe III Investments LLC pursuant to or in connection with this Second Lien Security Agreement or any Collateral Document, and the exercise of any right or remedy by Ascribe III Investments LLC hereunder or thereunder in respect of the Collateral (as defined herein) are subject to the pro

Second Lien Delayed Draw Promissory Note, dated October 15, 2020, by and between the Company and Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on October 21, 2020)

Exhibit 10.1 SECOND LIEN DELAYED DRAW PROMISSORY NOTE US $15,000,000 October 15, 2020 FOR VALUE RECEIVED, Basic Energy Services, Inc., a Delaware corporation (the “Obligor”), hereby unconditionally promises to pay to Ascribe III Investments LLC, a Delaware limited liability company (the “Payee”), the principal amount set forth in Section 3 hereto, together with interest thereon as provided in Sect

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): October 15, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

(Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on

Exhibit 10.1 BASIC ENERGY SERVICES, INC. KEY EMPLOYEE RETENTION BONUS PLAN (Eligible Employees) This Key Employee Retention Bonus Plan (the “Plan”) is made and executed by Basic Energy Services, Inc., a Delaware corporation (the “Company”), to provide for certain retention bonuses to those Eligible Employees (as defined below) of the Company and its Affiliates (as defined below) that the Company w

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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): September 30, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

Separation and Release Agreement, dated September 28, 2020, by and between the Company and David S. Schorlemer (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on September 30, 2020)

Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT David Schorlemer This Separation and Release Agreement (this “Agreement”) is by and between Basic Energy Services, Inc. (the “Company”) and David Schorlemer (the “Individual”). RECITALS WHEREAS, the Individual has been employed by the Company as its Chief Financial Officer. WHEREAS, the Individual entered into an Employment Agreement with the Company e

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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): September 28, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

BASIC ENERGY SERVICES REPORTS SENIOR MANAGEMENT CHANGES

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director of Financial Planning & Analysis Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS SENIOR MANAGEMENT CHANGES FORT WORTH, TEXAS - September 30, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced the decision of CFO David Schorlemer to resign in order to pursue other interests. He wil

Bridge Note Guaranty Supplement, dated as of April 1, 2020, to Senior Secured Promissory Note issued by Basic Energy Services, Inc. in favor of Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10 Q (SEC File No. 001 32693) filed on August 7, 2020)

Exhibit 10.3 BRIDGE NOTE GUARANTY SUPPLEMENT THIS BRIDGE NOTE GUARANTY SUPPLEMENT (this “Supplement”), dated as of April 1, 2020, is entered into among KVS Transportation, Inc., a California corporation (“KVS”) and C&J Well Services, Inc., a Delaware corporation (“C&J”), and Indigo Injection #3, LLC, a Texas limited liability company (“Indigo” and, together with C&J and KVS, the “New Subsidiaries”

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERVICES,

, dated as of April 1, 2020, by and among Basic Energy Services, Inc., as Borrower, the other Debtors party thereto, and UMB Bank, N.A., as collateral agent (Incorporated by reference to Exhibit 10.

Exhibit 10.2 SUPPLEMENT NO. 2 TO SECURITY AGREEMENT SUPPLEMENT NO. 2 dated as of April 1, 2020 (this “Supplement”), to the Security Agreement dated as of October 2, 2018 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Security Agreement”), among Basic Energy Services, Inc., a Delaware corporation (the “Issuer”) and its subsidiaries from time to time party

Second Supplemental Indenture, dated as of April 1, 2020, by and among C&J Well Services, Inc., KVS Transportation, Inc, Indigo Injection #3, LLC, Basic Energy Services, Inc., the subsidiary guarantors party thereto and UMB Bank, N.A., as trustee and collateral agent (Incorporated by reference to Exhibit 4.7 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 001-32693) filed on August 7, 2020).

Exhibit 4.7 SECOND SUPPLEMENTAL INDENTURE This Second Supplemental Indenture, dated as of April 1, 2020 (this “Supplemental Indenture” or “Subsidiary Guarantee”), is among C&J Well Services, Inc., a Delaware corporation, KVS Transportation, Inc., a California corporation, and Indigo Injection #3, LLC, a Texas limited liability company (each, an “Additional Guarantor” and, collectively, the “Additi

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Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): August 5, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

BASIC ENERGY SERVICES REPORTS SECOND QUARTER 2020 RESULTS

Exhibit 99.1 NEWS RELEASE Contact: David Schorlemer EVP & CFO Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS SECOND QUARTER 2020 RESULTS FORT WORTH, TEXAS - August 5, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced its financial and operating results for the second quarter ended June 30, 2020. Second Quarter 2020 Results •Reported

Exhibit 99.1 2Q 2020 Earnings Summary August 6, 2020 Legal Disclaimer This communication contains certain statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as am

ex991irpresentation Exhibit 99.1 2Q 2020 Earnings Summary August 6, 2020 Legal Disclaimer This communication contains certain statements that are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These statements are subject to ri

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 6, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

Quarterly Report - 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment no. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 B

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERVICES

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): June 15, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

, by and among the Company, the guarantors party thereto, the financial institutions party thereto and Bank of America, N.A. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on

Exhibit 10.1 SECOND AMENDMENT TO ABL CREDIT AGREEMENT This SECOND AMENDMENT TO ABL CREDIT AGREEMENT (this “Amendment”), is made and entered into as of June 15, 2020, by and among Basic Energy Services, Inc., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower party to the Amendment (collectively, the “Guarantors”), the financial institutions party to this Amendment (collectiv

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): May 26, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

BASIC ENERGY SERVICES ANNOUNCES CONSOLIDATION OF REGIONAL OPERATIONS

Exhibit 99.1 NEWS RELEASE Contact: David Schorlemer Executive Vice President, Chief Financial Officer Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES CONSOLIDATION OF REGIONAL OPERATIONS FORT WORTH, TEXAS - May 27, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced the implementation of changes to the organizational structure of the

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Other Events

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): May 14, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Certificate of Amendment to the Company’s Second Amended and Restated Certificate of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on May 12, 2020).

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BASIC ENERGY SERVICES, INC. Basic Energy Services, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows pursuant to Section 242 of the DGCL: FIRST: This Certificate of Amen

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 6, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission F

BAS / Basis Energy Services, Inc. DEF 14A - - DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Regulation FD Disclosure

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): March 26, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

BASIC ENERGY SERVICES ANNOUNCES ACTIONS IN RESPONSE TO RECENT MARKET VOLATILITY

Exhibit 99.1 NEWS RELEASE Contact: David Schorlemer Senior Vice President, Chief Financial Officer Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES ACTIONS IN RESPONSE TO RECENT MARKET VOLATILITY FORT WORTH, TEXAS - March 26, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced that the Company is implementing several cost control and

BAS / Basis Energy Services, Inc. PRE 14A - - PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: þ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Purchase Agreement, dated as of March 9, 2020, by and among the Company, Ascribe III Investments LLC, Basic Energy Services, Inc., NexTier holding Co. and C&J Well Services, Inc. (Incorporated by reference to Exhibit 2.3 to the Company’s Annual Report on Form 10-K (SEC File No. 001-32693) filed on March 13, 2020).

Exhibit 2.3 PURCHASE AGREEMENT BY AND AMONG ASCRIBE III INVESTMENTS LLC, BASIC ENERGY SERVICES, INC., NEXTIER HOLDING CO. AND C&J WELL SERVICES, INC. Dated as of March 9, 2020 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 11 Section 1.3 Construction 12 Article II PURCHASE AND SALE 13 Section 2.1 Purchase and Sale of the Units 13 Section 2.2

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of Basic Energy Services, Inc. As of December 31, 2019 Name of Subsidiary Jurisdiction of Formation Basic Energy Services GP, LLC Delaware Basic Energy Services LP, LLC Delaware Basic Energy Services, L.P. Delaware Basic ESA, Inc. Texas SCH Disposal, L.L.C. Texas Taylor Industries, LLC Texas Agua Libre Holdco LLC Delaware Agua Libre Asset Co LLC Delaware Agua Libre Midstr

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32693 Basic Energy Services, Inc.

Description of Securities

Exhibit 4.7 BASIC ENERGY SERVICES, INC. DESCRIPTION OF SECURITIES The following summary of each of our capital stock, Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), Certificate of Designations of Series A Participating Preferred Stock (the “Certificate of Designations”) and Second Amended and Restated Bylaws (the “Bylaws”) does not purport to be comp

Employment Agreement of Jack Renshaw, dated March 9, 2020 (Incorporated by reference to Exhibit 10.5 to Form 8-K (SEC File No. 001-32693) filed on March 11, 2020)

EX-10.5 8 ex105employmentagreement.htm EXHIBIT 10.5 Exhibit 10.5 EMPLOYMENT AGREEMENT (Sterling Renshaw) THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into by and between BASIC ENERGY SERVICES, INC., a Delaware corporation (hereafter “Company”), and Sterling Renshaw (hereafter “Executive”), on the date or dates indicated on the signature page hereto, but effective for all purpos

Purchase Agreement, dated as of March 9, 2020, by and among the Company, Ascribe III Investments LLC, Basic Energy Services, Inc., NexTier holding Co. and C&J Well Services, Inc.*

Exhibit 2.1 PURCHASE AGREEMENT BY AND AMONG ASCRIBE III INVESTMENTS LLC, BASIC ENERGY SERVICES, INC., NEXTIER HOLDING CO. AND C&J WELL SERVICES, INC. Dated as of March 9, 2020 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 11 Section 1.3 Construction 12 Article II PURCHASE AND SALE 13 Section 2.1 Purchase and Sale of the Units 13 Section 2.2

Stockholders Agreement, dated as of March 9, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.2 to Form 8-K (SEC File No. 001-32693) filed on March 11, 2020)

EX-10.2 5 ex102basxstockholdersagree.htm EXHIBIT 10.2 Exhibit 10.2 STOCKHOLDERS AGREEMENT by and between BASIC ENERGY SERVICES, INC., and ASCRIBE III INVESTMENTS LLC Dated as of March 9, 2020 Table of Contents Article 1 DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Other Definitional and Interpretive Matters 5 Article 2 MANAGEMENT OF THE COMPANY AND CERTAIN ACTIVITIES 6 Se

Senior Secured Promissory Note, dated March 9, 2020, issued by Basic Energy Services, Inc. in favor of Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.4 to Form 8-K (SEC File No. 001-32693) filed on March 11, 2020)

Exhibit 10.4 SENIOR SECURED PROMISSORY NOTE US $15,000,000 March 9, 2020 FOR VALUE RECEIVED, Basic Energy Services, Inc., a Delaware corporation (the “Obligor”), hereby unconditionally promises to pay to Ascribe III Investments LLC, a Delaware limited liability company (the “Payee”), the principal amount set forth in Section 3 hereto, together with interest thereon as provided in Section 2 hereof,

Certificate of Designations (Incorporated by reference to Exhibit 3.1 to Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on March 11, 2020).

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF SERIES A PARTICIPATING PREFERRED STOCK OF BASIC ENERGY SERVICES, INC. The undersigned duly authorized officer of Basic Energy Services, Inc., a Delaware corporation (the “Corporation”), in accordance with the provisions of Section 151 of the General Corporation Law of the State of Delaware, hereby certifies that, pursuant to the authority conferred upon t

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): March 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Limited Consent and First Amendment to ABL Credit Agreement, dated as of March 9, 2020, among Basic Energy Services, Inc., as borrower, certain subsidiaries of borrower, and Bank of America, N.A., as administrative agent, swing line lender and L/C issuer, (Incorporated by reference to Exhibit 10.3 to Form 8-K (SEC File No. 001-32693) filed on March 11, 2020)

Exhibit10.3 LIMITED CONSENT AND FIRST AMENDMENT TO ABL CREDIT AGREEMENT This LIMITED CONSENT AND FIRST AMENDMENT TO ABL CREDIT AGREEMENT (this “Amendment”), is made and entered into as of March 9, 2020, by and among Basic Energy Services, Inc., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower party to the Amendment (collectively, the “Guarantors”), the financial institutio

Exchange Agreement, dated as of March 9, 2020, by and between Basic Energy Services, Inc. and Ascribe III Investments LLC (Incorporated by reference to Exhibit 10.1 to Form 8-K (SEC File No. 001-32693) filed on March 11, 2020)

Exhibit 10.1 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of March 9, 2020, by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Ascribe III Investments LLC, a Delaware limited liability company (the “Noteholder”). RECITALS WHEREAS, the Company has issued and outstanding $300,000,000 principal amount of the 10.75% Sen

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 10*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-80

EXCHANGE AGREEMENT

Exhibit 99.4 EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”), is made and entered into as of March 9, 2020, by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Ascribe III Investments LLC, a Delaware limited liability company (the “Noteholder”). RECITALS WHEREAS, the Company has issued and outstanding $300,000,000 principal amount of the 10.75% Sen

SENIOR SECURED PROMISSORY NOTE

Exhibit 99.7 SENIOR SECURED PROMISSORY NOTE US $15,000,000 March 9, 2020 FOR VALUE RECEIVED, Basic Energy Services, Inc., a Delaware corporation (the “Obligor”), hereby unconditionally promises to pay to Ascribe III Investments LLC, a Delaware limited liability company (the “Payee”), the principal amount set forth in Section 3 hereto, together with interest thereon as provided in Section 2 hereof,

SECTION 1 GUARANTY

EX-99.6 5 jb13da10ex996.htm Exhibit 99.6 GUARANTY This GUARANTY (the “Guaranty”) is entered into as of March 9, 2020, by and between Ascribe Opportunities Fund III, L.P., a Delaware limited partnership, and Ascribe Opportunities Fund III (B), L.P., a Delaware limited partnership (each, a “Guarantor” and collectively, the “Guarantors”), and NexTier Holding Co., a Delaware corporation (the “Seller”)

STOCKHOLDERS AGREEMENT by and between BASIC ENERGY SERVICES, INC., ASCRIBE III INVESTMENTS LLC Dated as of March 9, 2020

Exhibit 99.5 STOCKHOLDERS AGREEMENT by and between BASIC ENERGY SERVICES, INC., and ASCRIBE III INVESTMENTS LLC Dated as of March 9, 2020 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Other Definitional and Interpretive Matters 5 ARTICLE 2 MANAGEMENT OF THE COMPANY AND CERTAIN ACTIVITIES 6 Section 2.1 Board 6 Section 2.2 Independent Committee Co

PURCHASE AGREEMENT BY AND AMONG ASCRIBE III INVESTMENTS LLC, BASIC ENERGY SERVICES, INC., NEXTIER HOLDING CO. C&J WELL SERVICES, INC. Dated as of March 9, 2020

EX-99.3 2 jb13da10ex993.htm Exhibit 99.3 PURCHASE AGREEMENT BY AND AMONG ASCRIBE III INVESTMENTS LLC, BASIC ENERGY SERVICES, INC., NEXTIER HOLDING CO. AND C&J WELL SERVICES, INC. Dated as of March 9, 2020 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 11 Section 1.3 Construction 13 ARTICLE II PURCHASE AND SALE 13 Section 2.1 Purchase and Sale

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BASIC ENERGY SERVICES ACQUIRES WELL SERVICES BUSINESS FROM NEXTIER TO CREATE LEADING WELL SERVICING PROVIDER IN THE U.S. Transformative Transaction Expands Basic’s Customer Base and Footprint in Key Oil Basins Pro Forma Adjusted EBITDA of Approximate

NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc.

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): March 9, 2020 Basic Energy Servic

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): March 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 9, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

BASIC ENERGY SERVICES ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 RESULTS Investor Call Rescheduled for 10:30 A.M. ET / 9:30 A.M. CT Today

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES FOURTH QUARTER AND FULL YEAR 2019 RESULTS Investor Call Rescheduled for 10:30 A.M. ET / 9:30 A.M. CT Today FORT WORTH, TEXAS - March 9, 2020 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced its financial and operat

Consulting Agreement, dated February 13, 2020, by and between the Company and William T. Dame.

Exhibit 10.1 CONSULTING AGREEMENT (William T. Dame) This Consulting Agreement (this “Agreement”) is made and entered into as of February 3, 2020 (the “Effective Date”) by and between Basic Energy Services, Inc. (the “Company”) and William T. Dame (the “Consultant”). RECITALS WHEREAS, Consultant formerly served as an employee of the Company in the position of Vice President, Pumping Services Divisi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 31, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 31, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

, dated February 7, 2020, by and between the Company and William T. Dame (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on February 13, 2020)

Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT William T. Dame This Separation and Release Agreement (this "Agreement") is by and between Basic Energy Services, Inc. (the "Company") and William T. Dame (the "Individual"). RECITALS WHEREAS, the Individual has been employed by the Company as its Vice President, Pumping Services Division. WHEREAS, the Individual entered into an Employment Agreement wi

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 9*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-800

BAS / Basis Energy Services, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* BASIC ENERGY SERVICES INC (Name of Issuer) Common Stock (Title of Class of Securities) 06985P209 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

BAS / Basis Energy Services, Inc. / SUSQUEHANNA ADVISORS GROUP, INC. - SC 13G/A Passive Investment

CUSIP No: 06985P209 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 3)* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 06985P209 (CUSIP N

BAS / Basis Energy Services, Inc. / Cetus Capital Iii, L.p. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 06985P209 (CUSIP Number) Cetus Capital III, L.P. Littlejohn Opportunities Master Fund LP OFM II, L.P. VSS Fund, L.P. 8 Sound Shore Drive Suite 303 G

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 31, 2020 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 8*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-800

BAS / Basis Energy Services, Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 1) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number)

Employment Agreement of Keith Schilling, dated December 19, 2019 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on December 19, 2019)

Exhibit 10.1 EMPLOYMENT AGREEMENT (Keith Schilling) THIS EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into by and between BASIC ENERGY SERVICES, INC., a Delaware corporation (hereafter “Company”), and Keith Schilling (hereafter “Executive”), on the date or dates indicated on the signature page hereto, but effective for all purposes as of January 2, 2020, (the “Effective Date”). The

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 19, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commis

Offer Letter to Keith Schilling, dated December 16, 2019 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on December 19, 2019)

Exhibit 10.2 December 14, 2019 Keith, It is my pleasure to extend to you an offer of employment to join the Basic Energy Services team as our new President & Chief Executive Officer. Your employer will be Basic Energy Services, L.P. (“Basic” or the “Company”). The proposed terms and conditions for your offer of employment with the Company are reflected in this letter. Please read this letter caref

BASIC ENERGY SERVICES ANNOUNCES APPOINTMENT OF KEITH L. SCHILLING AS PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES APPOINTMENT OF KEITH L. SCHILLING AS PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR FORT WORTH, TEXAS - December 19, 2019 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced the appointment of Keith L. Schilling as P

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of common stock (the "Common Stock") of Basic Energy Services, Inc.

BASIC ENERGY SERVICES ANNOUNCES DIVESTMENT AND CAPITAL REDEPLOYMENT PLAN

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES DIVESTMENT AND CAPITAL REDEPLOYMENT PLAN FORT WORTH, Texas - December 12, 2019 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced a plan to divest of its pumping services assets (not inclusive of coiled tubing) in mu

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): December 9, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BASIC ENERGY SERVICES ANNOUNCES MOVE TO OTCQX® BEST MARKET

EX-99.1 2 a2019-q4otcnotification.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES MOVE TO OTCQX® BEST MARKET FORT WORTH, Texas - December 3, 2019 - Basic Energy Services, Inc. (OTCQX: BASX) (“Basic” or the “Company”) today announced that the shares of the Company’s common stock bega

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

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): December 2, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

BASIC ENERGY SERVICES ANNOUNCES NYSE NON-COMPLIANCE NOTIFICATION DUE TO MINIMUM AVERAGE SHARE PRICE REQUIREMENT

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES NYSE NON-COMPLIANCE NOTIFICATION DUE TO MINIMUM AVERAGE SHARE PRICE REQUIREMENT FORT WORTH, Texas - November 8, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) announced that on November 6, 2019, the Company was notified by th

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

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): November 6, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Supplement No. 1 to Security Agreement, dated as of August 22, 2019, by and among Basic Energy Services, Inc., as Borrower, the other Debtors party thereto, and UMB Bank, N.A., as collateral agent (Incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 001-32693) filed on November 1, 2019)

Exhibit 10.4 SUPPLEMENT NO. 1 TO SECURITY AGREEMENT SUPPLEMENT NO. 1 dated as of August 22, 2019 (this “Supplement”), to the Security Agreement dated as of October 2, 2018 (as amended, restated, supplemented, waived or otherwise modified from time to time, the “Security Agreement”), among Basic Energy Services, Inc., a Delaware corporation (the “Issuer”) and its subsidiaries from time to time part

Amendment to Separation and Release Agreement dated October 25, 2019, by and between the Company and T.M. Patterson (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 001-32693) filed on November 1, 2019)

EX-10.2 3 bas093019ex102amendmen.htm EXHIBIT 10.2 Exhibit 10.2 AMENDMENT TO SEPARATION AND RELEASE AGREEMENT This Amendment to Separation and Release Agreement (the “Amendment”) is made and entered into by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and Thomas Monroe Patterson (the “Individual”), effective as of October 25, 2019 (the “Amendment Effective Date”)

First Supplemental Indenture, dated as of August 22, 2019, by and among Agua Libre Midstream LLC, Agua Libre Holdco LLC, Agua Libre Asset Co LLC, Basic Energy Services, Inc., the subsidiary guarantors party thereto and UMB Bank, N.A., as trustee and collateral agent (Incorporated by reference to Exhibit 4.6 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 001-32693) filed on November 1, 2019).

Exhibit 4.6 FIRST SUPPLEMENTAL INDENTURE This First Supplemental Indenture, dated as of August 22, 2019 (this “Supplemental Indenture” or “Subsidiary Guarantee”), is among Agua Libre Midstream LLC, a Delaware limited liability company, Agua Libre Holdco LLC, a Delaware limited liability company, and Agua Libre Asset Co LLC, a Delaware limited liability company (each, an “Additional Guarantor” and,

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERV

Supplement No. 1 to Security Agreement, dated as of August 22, 2019, by and among Basic Energy Services, Inc., as Borrower, the other Debtors party thereto, and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 001-32693) filed on November 1, 2019

Exhibit 10.3 This SUPPLEMENT NO. 1 dated as of July 23, 2019 (this “Supplement”), is delivered in connection with (a) the Security Agreement dated as of October 2, 2018 (as amended, restated or otherwise modified from time to time, the “Security Agreement”), among Basic Energy Services, Inc., a Delaware corporation (the “Borrower”), certain subsidiaries of the Borrower (such subsidiaries together

BASIC ENERGY SERVICES REPORTS THIRD QUARTER 2019 RESULTS

Exhibit 99.1 NEWS RELEASE Contact: Trey Stolz Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS THIRD QUARTER 2019 RESULTS FORT WORTH, TEXAS - October 30, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the third quarter ended September 30, 2019. THIRD QUARTER 2019 HI

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 30, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

SC 13D/A 1 silverpoint13da10112019.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 10) Basic Energy Services, Inc. Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Steven Weiser Silver Point Capital, L.P. 2 Greenwich Plaza, First Floor Greenw

BAS / Basis Energy Services, Inc. / Silver Point Capital L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D (Rule 13d-101) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Separation and Release Agreement, dated September 13, 2019, by and between the Company and T.M. Patterson (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on September 13, 2019)

Exhibit 10.1 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement (this “Agreement”) is by and between Basic Energy Services, Inc. (the “Company”) and Thomas Monroe Patterson (the “Individual”). RECITALS WHEREAS, the Individual has been employed by the Company as its President and Chief Executive Officer. WHEREAS, the Company and the Individual previously entered into that certai

Trey Stolz,

Exhibit Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, Director, Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES LEADERSHIP CHANGES FORT WORTH, Texas - September 13, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced that T.M. “Roe” Patterson, the Company’s President and Chief Executive Officer and a member of its

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): September 13, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 BASIC ENERGY SERVICES,

BASIC ENERGY SERVICES REPORTS SECOND QUARTER 2019 RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz VP Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS SECOND QUARTER 2019 RESULTS FORT WORTH, TEXAS - July 31, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the second quarter ended June 30, 2019. SECOND QUARTER 2019 HIGHLIGHTS •R

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 31, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 7*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-800

Financial Statements and Exhibits, Other Events

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): May 31, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Trey Stolz,

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES ANNOUNCES SHARE REPURCHASE PROGRAM FORT WORTH, Texas - May 31, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) announced today that its Board of Directors has authorized the repurchase of up to $5.0 million of its outstanding shares of commo

Form of Restricted Stock Award Agreement (LTIP) (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on May 16, 2019)

EX-10.3 2 a20198kexh103formofrestric.htm EXHIBIT 10.3 Exhibit 10.3 BASIC ENERGY SERVICES, INC. 2019 LONG TERM INCENTIVE PLAN FORM OF RESTRICTED STOCK AWARD AGREEMENT (Time Vesting) Grant Date: (the “Grant Date”) Name of Grantee: (the “Grantee” or “you”) Number of Restricted Shares subject to Award: (the“Restricted Shares”) This Restricted Stock Award Agreement (Time Vesting) (“Agreement”) is made

Form of Time-Based Phantom Share Award Agreement (LTIP) (Incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on May 16, 2019)

EX-10.5 4 a20198kexh105ltip-phantoms.htm EXHIBIT 10.5 Exhibit 10.5 BASIC ENERGY SERVICES, INC. 2019 Long Term Incentive Plan Time-Based Phantom Share Award Agreement Participant: <> <> This Time-Based Phantom Share Award Agreement (this “Agreement”) is made by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and [] (the “Participant”), effective as of [] (the “Date

Form of Non-Employee Director Time-Based Restricted Stock Unit Award Agreement (Incorporated by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on May 16, 2019)

Exhibit 10.6 BASIC ENERGY SERVICES, INC. NON-EMPLOYEE DIRECTOR INCENTIVE PLAN Time-Based Restricted Stock Unit Award Agreement Participant: <> <> This Time-Based Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and [] (the “Participant”), effective as of [] (the “Date of Grant”). RECITALS WHEREAS, t

Form of Performance-Based Phantom Share Award Agreement (LTIP) (Incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on May 16, 2019)

EX-10.4 3 a20198kexh104performance-b.htm EXHIBIT 10.4 Exhibit 10.4 BASIC ENERGY SERVICES, INC. 2019 Long Term Incentive Plan Performance-Based Phantom Share Award Agreement Participant: <> <> This Performance-Based Phantom Share Award Agreement (this “Agreement”) is made by and between Basic Energy Services, Inc., a Delaware corporation (the “Company”), and [] (the “Participant”), effective as of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 a2019form8-kannualmeetingr.htm 8-K 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): May 14, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other ju

Basic Energy Services, Inc. 2019 Long Term Incentive Plan (Incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-8 (SEC File No. 333-231521) filed on May 15, 2019)

As filed with the Securities and Exchange Commission on May 15, 2019 Registration No.

Basic Energy Services, Inc. 2019 Long Term Incentive Plan (filed herewith).

Exhibit 10.1 BASIC ENERGY SERVICES, Inc. 2019 Long Term Incentive Plan (Effective May 14, 2019) 1. Purpose. The purpose of the Basic Energy Services, Inc. 2019 Long Term Incentive Plan (the “Plan”) is to provide a means through which (a) Basic Energy Services, Inc., a Delaware corporation (the “Company”), and its Affiliates may attract, retain and motivate qualified persons as employees and consul

First Amendment to the Basic Energy Services, Inc. Non-Employee Director Incentive Plan (filed herewith).

Exhibit 10.2 FIRST AMENDMENT TO THE BASIC ENERGY SERVICES, INC. NON-EMPLOYEE DIRECTOR INCENTIVE PLAN (Effective May 14, 2019) This First Amendment (the “Amendment”) to the Basic Energy Services, Inc. Non-Employee Director Incentive Plan, as adopted January 6, 2017 (the “Plan”), is made by Basic Energy Services, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined he

First Amendment to the Basic Energy Services, Inc. Non-Employee Director Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Company’s Registration Statement on Form S-8 (SEC File No. 333-231519) filed on May 15, 2019)

As filed with the Securities and Exchange Commission on May 15, 2019 Registration No.

BASIC ENERGY SERVICES REPORTS FIRST QUARTER 2019 RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz VP Investor Relations Basic Energy Services, Inc. 817-334-4100 BASIC ENERGY SERVICES REPORTS FIRST QUARTER 2019 RESULTS FORT WORTH, Texas - May 9, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the first quarter ended March 31, 2019. FIRST QUARTER 2019 HIGHLIGHTS •Repor

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 9, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission F

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 Basic Energy Services

BAS / Basis Energy Services, Inc. DEFA14A DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

BAS / Basis Energy Services, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

BAS / Basis Energy Services, Inc. PROXY

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

BAS / Basis Energy Services, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Filed by the Registrant þ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of David Schorlemer and Dasha K.

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T.

EX-24

EX-24 2 formofpowerofattorney-basi.htm EXHIBIT 24.1 POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T. M. "Roe" Patterson, David Schorlemer and Dasha K. Hodge with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: 1. Prepare, execute in the undersigned's

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T.

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T.

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T.

EX-24

POWER OF ATTORNEY FOR EXECUTING FORM ID, FORM 3, FORM 4 AND FORM 5, FORM 144 AND SCHEDULE 13D AND 13G The undersigned hereby constitutes and appoints each of T.

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of Basic Energy Services, Inc. As of December 31, 2018 Name of Subsidiary Jurisdiction of Formation Basic Energy Services GP, LLC Delaware Basic Energy Services LP, LLC Delaware Basic Energy Services, L.P. Delaware Basic ESA, Inc. Texas Chaparral Service, Inc. New Mexico First Energy Services Company Delaware SCH Disposal, L.L.C. Texas JS Acquisition LLC Delaware JetStar

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-32693 Basic Energy Services, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 28, 2019 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commis

Trey Stolz,

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar Dennard ▪ Lascar Associates 713-529-6600 BASIC ENERGY SERVICES REPORTS FOURTH QUARTER AND FULL YEAR 2018 RESULTS FORT WORTH, Texas - February 28, 2019 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for t

BAS / Basis Energy Services, Inc. / SUSQUEHANNA ADVISORS GROUP, INC. - SC 13G/A Passive Investment

CUSIP No: 06985P209 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 2)* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 06985P209 (CUSIP N

BAS / Basis Energy Services, Inc. / KEY GROUP HOLDINGS (CAYMAN), LTD. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Basic Energy Services Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 06985P209 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

JOINT FILING AGREEMENT

EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.01 par value per share, of Basic Energy Services, Inc., a Delaware corporation, and furth

BAS / Basis Energy Services, Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Basic Energy Services, Inc.

BAS / Basis Energy Services, Inc. / Cetus Capital Iii, L.p. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 06985P209 (CUSIP Number) Cetus Capital III, L.P. Littlejohn Opportunities Master Fund LP OFM II, L.P. VSS Fund, L.P. 8 Sound Shore Drive Suite 303 G

BAS / Basis Energy Services, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

SC 13G 1 dfs710.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BASIC ENERGY SERVICES INC (Name of Issuer) Common Stock (Title of Class of Securities) 06985P209 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

BAS / Basis Energy Services, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) BASIC ENERGY SERVICES, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 06985P209 (CUSIP Number) DECEMBER 31, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate t

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 12, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commis

Form of Amendment to Employment Agreement by and between the Company and each executive officer other than Mr. Taylor and each dated December 12, 2018 (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on December 13, 2018)

Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (the “Amendment”) is made and entered into by and between Basic Energy Services, Inc., a Delaware corporation (hereafter “Company”), and (hereafter “Executive”), effective as of , 2018 (the “Effective Date”). WITNESSETH: WHEREAS, the Company and the Executive previously entered into that certain Employment Agreem

Amended and Restated Employment Agreement of Brett Taylor, dated December 12, 2018 (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on December 13, 2018)

Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Brett Taylor) THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), is made and entered into by and between BASIC ENERGY SERVICES, INC., a Delaware corporation (hereafter “Company”), and Brett Taylor (hereafter “Executive”), on the date or dates indicated on the signature page hereto, but effective for all purposes as of December

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 6*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-800

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 Basic Energy Serv

Amendment No. 3 to the Credit and Security Agreement, dated May 14, 2018.

Exhibit 10.1 AMENDMENT NO. 3 This AMENDMENT NO. 3, dated as of May 15, 2018 (this “Amendment”) is entered into by and among BASIC ENERGY RECEIVABLES, LLC (the “Borrower”), BASIC ENERGY SERVICES, L.P. (the “Servicer”), BASIC ENERGY SERVICES, INC. (“Parent”), the Lenders signatory hereto (each a “Consenting Lender” and collectively, the “Consenting Lenders”), and UBS AG, STAMFORD BRANCH, as administ

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 1, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commiss

Trey Stolz,

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar Dennard ▪ Lascar Associates 713-529-6600 BASIC ENERGY SERVICES REPORTS THIRD QUARTER 2018 RESULTS FORT WORTH, Texas - November 1, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the third quarter

Indenture, dated as of October 2, 2018, by and among Basic Energy Services, Inc., the subsidiary guarantors party thereto and UMB Bank, N.A., as trustee and collateral agent (Incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on October 9, 2018).

EX-4.1 Exhibit 4.1 Execution Version BASIC ENERGY SERVICES, INC., AND UMB BANK, N.A., as Trustee and Collateral Agent INDENTURE Dated as of October 2, 2018 10.75% Senior Secured Notes due 2023 Table of Contents Page ARTICLE I DEFINITIONS 1 SECTION 1.1 DEFINITIONS 1 SECTION 1.2 OTHER DEFINITIONS 35 SECTION 1.3 RULES OF CONSTRUCTION 36 ARTICLE II THE NOTES 37 SECTION 2.1 FORM, DATING AND TERMS 37 SE

ABL Credit Agreement, dated as of October 2, 2018, among Basic Energy Services, Inc., as borrower, Bank of America, N.A., as administrative agent, swing line lender and L/C issuer, UBS Securities LLC, as syndication agent, PNC Bank National Association, as documentation agent and an L/C issuer, and the other lenders from time to time party thereto (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on October 9, 2018)

EX-10.1 3 d615622dex101.htm EX-10.1 Exhibit 10.1 Execution Version ABL CREDIT AGREEMENT Dated as of October 2, 2018 among BASIC ENERGY SERVICES, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, UBS SECURITIES LLC, as Syndication Agent, PNC BANK NATIONAL ASSOCIATION, as Documentation Agent and an L/C Issuer, and The Other Lenders Party Here

BAS / Basis Energy Services, Inc. 8-K (Current Report)

8-K 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): October 2, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Comm

Security Agreement, dated as of October 2, 2018, among Basic Energy Services, Inc., as Borrower, the other Debtors party thereto, and UMB Bank, N.A., as administrative agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on October 9, 2018)

EX-10.2 Exhibit 10.2 Execution Version SECURITY AGREEMENT Dated as of October 2, 2018 among BASIC ENERGY SERVICES, INC. and the other Debtors parties hereto in favor of UMB BANK, N.A., as Collateral Agent TABLE OF CONTENTS PAGE ARTICLE 1 Definitions 1 Section 1.01 Terms Generally 1 Section 1.02 Defined Terms 2 ARTICLE 2 Grant of Security Interest 8 Section 2.01 Grant of Security Interest 8 Section

BASIC ENERGY SERVICES CLOSES OFFERING OF SENIOR SECURED NOTES AND ANNOUNCES NEW ABL CREDIT FACILITY

EX-99.1 Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar Dennard ⬛ Lascar Associates 713-529-6600 BASIC ENERGY SERVICES CLOSES OFFERING OF SENIOR SECURED NOTES AND ANNOUNCES NEW ABL CREDIT FACILITY FORT WORTH, Texas, October 3, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced that the

Security Agreement, dated as of October 2, 2018, among Basic Energy Services, Inc., as Borrower, the other Debtors party thereto, and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (SEC File No. 001-32693) filed on October 9, 2018)

EX-10.3 5 d615622dex103.htm EX-10.3 Exhibit 10.3 Execution Version SECURITY AGREEMENT Dated as of October 2, 2018 among BASIC ENERGY SERVICES, INC. and the other Debtors parties hereto in favor of BANK OF AMERICA, N.A., as Administrative Agent TABLE OF CONTENTS (CONTINUED) SECTION 1. DEFINITIONS 1 SECTION 2. GRANT OF SECURITY INTEREST 5 2.1 Grant of Security Interest 5 2.2 Avoidance Limitation 6 2

O U R L I F E ’ S WO R K I S T H E L I F E O F T H E W E L L ™ Investor Presentation October 2018 Forward-Looking Statements This presentation contains forward-looking statements. Basic has based Important factors that may affect Basic’s expectations

basirupdateoct2018 O U R L I F E ’ S WO R K I S T H E L I F E O F T H E W E L L ™ Investor Presentation October 2018 Forward-Looking Statements This presentation contains forward-looking statements.

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 3, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

Basic Energy Services Prices Offering Of Senior Secured Notes

EX-99.1 3 d628687dex991.htm EX-99.1 Exhibit 99.1 Basic Energy Services Prices Offering Of Senior Secured Notes FORT WORTH, Texas, Sept. 25, 2018 – Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced that the Company has priced its previously announced offering of $300 million aggregate principal amount of 10.75% senior secured notes due 2023 (the “notes”), at a price

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

8-K 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): September 25, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (C

Purchase Agreement, dated September 25, 2018, by and among Basic Energy Services, Inc., the guarantors party thereto and the initial purchasers party thereto.

EX-10.1 Exhibit 10.1 Basic Energy Services, Inc. $300,000,000 10.75% Senior Secured Notes due 2023 PURCHASE AGREEMENT September 25, 2018 Houston, Texas MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED As Representative of the Initial Purchasers (the “Representative”) c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 Ladies and Gentlemen: Basic Energy

Key Energy Services, Inc. Proposes Combination with Basic Energy Services, Inc. in an All-Stock Transaction

EX-99.1 Exhibit 99.1 September 24, 2018 Contact: Marshall Dodson 713-651-4301 FOR IMMEDIATE RELEASE Key Energy Services, Inc. Proposes Combination with Basic Energy Services, Inc. in an All-Stock Transaction • Proposed all-stock merger of Key and Basic • Combined company would be a leader in production services and approximately 51% owned by Key shareholders and approximately 49% owned by Basic sh

KEG / Key Energy Services, Inc. 8-K (Prospectus)

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): September 20, 2018 KEY ENERGY SERVICES, INC. (Exact name of registrant as specified in its charter) Delaware 001-08038 04-2648081 (State or other Jurisdiction of Incorporation) (Commi

Amendment No. 4 to the Credit and Security Agreement, dated as of September 14, 2018.

EX-10.1 Exhibit 10.1 AMENDMENT NO. 4 This AMENDMENT NO. 4, dated as of September 14, 2018 (this “Amendment”) is entered into by and among BASIC ENERGY RECEIVABLES, LLC (the “Borrower”), BASIC ENERGY SERVICES, L.P. (the “Servicer”), BASIC ENERGY SERVICES, INC. (“Parent”), the Lenders signatory hereto, and UBS AG, STAMFORD BRANCH, as administrative agent (in such capacity, the “Administrative Agent”

Basic Energy Services Announces Offering Of Senior Secured Notes

EX-99.1 Exhibit 99.1 Basic Energy Services Announces Offering Of Senior Secured Notes FORT WORTH, Texas, Sept. 19, 2018 – Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced that the Company intends to offer, subject to market and other conditions, $300 million aggregate principal amount of senior secured notes due 2023 (the “notes”) through a private offering to per

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): September 14, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incor

Offer Letter of David Schorlemer, dated August 12, 2018 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K/A (SEC File No. 001-32693) filed on August 31, 2018)

Exhibit 10.2 August 12, 2018 David Schorlemer 410 Rice Avenue Waco, TX 76708 David, It is my pleasure to extend to you an offer of employment to join our team as our new Senior Vice President & Chief Financial Officer for Basic Energy Services, reporting to me, Roe Patterson, as the President & Chief Executive Officer. Your primary work location will be Ft. Worth, Texas. The terms of this offer ar

Employment Agreement of David Schorlemer, effective as of August 27, 2018 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K/A (SEC File No. 001-32693) filed on August 31, 2018)

Exhibit 10.1 EMPLOYMENT AGREEMENT (David Schorlemer) THIS EMPLOYMENT AGREEMENT (the "Agreement"), is made and entered into by and between BASIC ENERGY SERVICES, L.P., a Delaware corporation (hereafter "Company"), and David Schorlemer (hereafter "Executive"), on the date or dates indicated on the signature page hereto, but effective for all purposes as of August 27, 2018 (the "Effective Date"). The

BASIC ENERGY SERVICES ANNOUNCES APPOINTMENT OF DAVID SCHORLEMER AS CHIEF FINANCIAL OFFICER

EX-99.1 2 exhibit991.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar/ Kaitlin Ross Dennard-Lascar Investor Relations 713-529-6600 BASIC ENERGY SERVICES ANNOUNCES APPOINTMENT OF DAVID SCHORLEMER AS CHIEF FINANCIAL OFFICER FORT WORTH, Texas - August 14, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic”

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): August 14, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissi

BAS / Basis Energy Services, Inc. / Ascribe Capital LLC Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. 5*) Under the Securities Exchange Act of 1934 Basic Energy Services, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 06985P209 (CUSIP Number) Eric L. Schondorf Ascribe Capital LLC 299 Park Avenue, 34th Floor New York, NY 10171 (212) 476-800

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32693 Basi

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 31, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Trey Stolz,

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar Dennard ▪ Lascar Associates 713-529-6600 BASIC ENERGY SERVICES REPORTS SECOND QUARTER 2018 RESULTS FORT WORTH, Texas - July 31, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the second quarter

BAS / Basis Energy Services, Inc. / Cetus Capital Iii, L.p. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Basic Energy Services, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 06985P209 (CUSIP Number) Cetus Capital III, L.P. Littlejohn Opportunities Master Fund LP OFM II, L.P. VSS Fund, L.P. 8 Sound Shore Drive Suite 303 Gr

Submission of Matters to a Vote of Security Holders

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): May 21, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

BAS / Basis Energy Services, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Quarterly Report - 10-Q

10-Q 1 bas033118x10qdocument.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from t

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 3, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission F

Trey Stolz,

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar Dennard ▪ Lascar Associates 713-529-6600 BASIC ENERGY SERVICES REPORTS FIRST QUARTER 2018 RESULTS FORT WORTH, Texas - May 3, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today announced its financial and operating results for the first quarter ende

BAS / Basis Energy Services, Inc. / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 BASIC ENERGY SERVICES, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 06985P209 (CUSIP Number) APRIL 17, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to w

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): April 11, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

Amendment No. 2 to the Credit and Security Agreement dated April 11, 2018

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 2 This Amendment NO. 2, dated as of April 11, 2018 (this “Amendment”) is entered into by and among BASIC ENERGY RECEIVABLES, LLC (the “Borrower”), BASIC ENERGY SERVICES, L.P. (the “Servicer”), BASIC ENERGY SERVICES, INC. (“Parent”), MORGAN STANLEY SENIOR FUNDING, INC., as the Lender providing a new Commitment (the “Commitment Increase Lender”), and UBS

Basic Energy Services Announces ABL Credit Facility Increase to $150 Million

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 FOR IMMEDIATE RELEASE Jack Lascar/ Kaitlin Ross Dennard-Lascar Investor Relations 713-529-6600 Basic Energy Services Announces ABL Credit Facility Increase to $150 Million FORT WORTH, Texas, April 17, 2018 - Basic Energy Services, Inc. (NYSE: BAS) ("Basic" or the "Company") announced toda

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 10, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

BAS / Basis Energy Services, Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Defin

BAS / Basis Energy Services, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Filed by the Registrant þ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

of the Company’s Current Report on Form 8-K (SEC File No. 001-32693), filed on

Exhibit 10.1 TRANSITION SERVICES AGREEMENT This Transition Services Agreement (this "Agreement") is made and entered as of April 3, 2018 (the "Effective Date") by and between Alan Krenek (the "Executive") and Basic Energy Services, Inc., a Delaware corporation (the "Company"). WHEREAS, the Company and the Executive are parties to an Employment Agreement entered into on December 29, 2006 (the "Empl

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): April 3, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): March 14, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

BAS / Basis Energy Services, Inc. 8-K (Current Report)

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): March 07, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commissio

BASIC ENERGY SERVICES ANNOUNCES WITHDRAWAL OF PROPOSED SENIOR SECURED NOTES OFFERING

Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar / Kaitlin Ross FOR IMMEDIATE RELEASE Dennard Lascar Investor Relations 713-529-6600 BASIC ENERGY SERVICES ANNOUNCES WITHDRAWAL OF PROPOSED SENIOR SECURED NOTES OFFERING FORT WORTH, Texas - March 7, 2018 - Basic Energy Services, Inc. (NYSE: BAS) (“Basic” or the “Company”) today

BAS / Basis Energy Services, Inc. 8-K (Current Report)

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): March 5, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation) (Commission

BAS / Basis Energy Services, Inc. 8-K (Current Report)

Document 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): February 28, 2018 Basic Energy Services, Inc. (Exact name of registrant as specified in its charter) Delaware 1-32693 54-2091194 (State or other jurisdiction of incorporation

BASIC ENERGY SERVICES ANNOUNCES OFFERING OF SENIOR SECURED NOTES

EX-99.1 2 a991pressreleasedatedfeb28.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Contacts: Trey Stolz, VP Investor Relations Basic Energy Services, Inc. 817-334-4100 Jack Lascar / Kaitlin Ross FOR IMMEDIATE RELEASE Dennard Lascar Investor Relations 713-529-6600 BASIC ENERGY SERVICES ANNOUNCES OFFERING OF SENIOR SECURED NOTES FORT WORTH, Texas - February 28, 2018 - Basic Energy Services, Inc. (NYSE:

Subsidiaries of the Company

Exhibit 21.1 Subsidiaries of Basic Energy Services, Inc. As of December 31, 2017 Name of Subsidiary Jurisdiction of Formation Basic Energy Services GP, LLC Delaware Basic Energy Services LP, LLC Delaware Basic Energy Services, L.P. Delaware Basic ESA, Inc. Texas Chaparral Service, Inc. New Mexico Basic Marine Services, Inc. Delaware First Energy Services Company Delaware LeBus Oil Field Service Co