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 15, 2008
Basic Energy Services, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-32693
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54-2091194 |
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(Commission
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(IRS Employer |
| incorporation )
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File Number)
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Identification No.) |
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| 500 W. Illinois, Suite 100 |
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| Midland, Texas
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79701 |
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(Zip Code) |
Registrant’s telephone number, including area code: (432) 620-5500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Item 1.02 Termination of a Material Definitive Agreement.
On July 15, 2008, the Agreement and Plan of Merger dated as of April 20, 2008 (the “Merger
Agreement”) among Basic Energy Services, Inc. (“Basic”), Grey Wolf, Inc. (“Grey Wolf”) and
Horsepower Holdings, Inc., a subsidiary owned equally by Basic and Grey Wolf (“Holdings”), was
terminated pursuant to Section 7.1(b)(iii) of the Merger Agreement. The termination followed the
failure of Grey Wolf’s stockholders to approve the Merger Agreement at a special meeting of
stockholders held on July 15, 2008. Basic’s stockholders voted in favor of the adoption of the
Merger Agreement at a special meeting of stockholders held on July 15, 2008. In accordance with the
Merger Agreement, Grey Wolf will pay Basic $5.0 million as a reasonable estimate of Basic’s
expenses as a result of the termination of the Merger Agreement. Actual expenses of Basic may be
higher than this expense reimbursement.
Item 7.01 Regulation FD Disclosure.
On July 15, 2008, Basic issued a press release announcing the termination of the Merger
Agreement. A copy of the press release is furnished with this Current Report on Form 8-K as
Exhibit 99.1 and is hereby incorporated by reference.
The information is this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”) or
otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as
shall be expressly set forth in such filing.
Item 9.01 Financial Statements and Exhibits.
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Exhibit No. |
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Description |
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99.1
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Press release dated July 15, 2008 |
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