Sec Form 4 Filing - Temasek Holdings (Private) Ltd @ FTS International, Inc. - 2020-11-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Temasek Holdings (Private) Ltd
2. Issuer Name and Ticker or Trading Symbol
FTS International, Inc. [ FTSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
60B ORCHARD ROAD #06-18 TOWER 2, THE ATRIUM@ORCHARD
3. Date of Earliest Transaction (MM/DD/YY)
11/19/2020
(Street)
SINGAPORE, U0238891
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/19/2020 J( 1 )( 2 ) 2,080,857 D 0 I See Footnote ( 3 )
Class A Common Stock 11/19/2020 A 496,289 A 496,289 I See Footnote ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $ 33.04 11/19/2020 A 588,713 ( 5 ) 11/19/2023 Class A Common Stock 588,713 ( 5 ) 588,713 I See Footnote ( 3 )
Warrant (right to buy) $ 37.14 11/19/2020 A 1,471,783 ( 5 ) 11/19/2023 Class A Common Stock 1,471,783 ( 5 ) 1,471,783 I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Temasek Holdings (Private) Ltd
60B ORCHARD ROAD #06-18 TOWER 2
THE ATRIUM@ORCHARD
SINGAPORE, U0238891
X
Maju Investments (Mauritius) Pte Ltd
C/O IQ EQ CORPORATE SERVICES (MAURITIUS)
33, EDITH CAVELL STREET
PORT LOUIS, O411324
X
Fullerton Fund Investments Pte Ltd
60B ORCHARD ROAD #06-18
THE ATRIUM@ORCHARD
SINGAPORE, U0238891
X
Signatures
/s/ Gregory Tan in his capacity as Authorized Signatory of Temasek Holdings (Private) Limited 11/23/2020
Signature of Reporting Person Date
/s/ Gregory Tan in his capacity as Director of Fullerton Fund Investments Pte Ltd 11/23/2020
Signature of Reporting Person Date
/s/ Poy Weng Cheun in his capacity as Director of Maju Investments (Mauritius) Pte Ltd 11/23/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On September 22, 2020, FTS International, Inc. (the "Company") and certain of its subsidiaries filed petitions for voluntary relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court"). On September 22, 2020, the Company filed the Joint Prepackaged Chapter 11 Plan of Reorganization of FTS International, Inc. and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"). On November 19, 2020 (the "Effective Date"), the Plan became effective in accordance with its terms, and the Company emerged from Chapter 11.
( 2 )On the Effective Date, all outstanding shares of the Company's common stock were canceled and extinguished in accordance with the Plan approved by the Bankruptcy Court.
( 3 )Maju Investments (Mauritius) Pte Ltd is wholly owned by Fullerton Fund Investments Pte Ltd, which is wholly owned by Temasek Holdings (Private) Limited. Accordingly, Fullerton Fund Investments Pte Ltd and Temasek Holdings (Private) Limited may be deemed to be indirect beneficial owners of the Class A Common Stock and Warrants beneficially owned directly by Maju Investments (Mauritius) Pte Limited.
( 4 )On the Effective Date, new shares of the Company's Class A Common Stock were issued to the Reporting Person pursuant to the Plan in exchange for the Company's old common stock. The receipt of the Class A Common Stock was involuntary, without additional consideration and in accordance with the Plan.
( 5 )On the Effective Date, the Reporting Person received Warrants to purchase shares of Class A Common Stock. The Warrants are exercisable for one share of Class A Common Stock from the date of issuance until November 19, 2023. The receipt of the Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.

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