Sec Form 3 Filing - BLUEMOUNTAIN LOGAN OPPORTUNITIES GP, LLC @ KEY ENERGY SERVICES INC - 2020-03-06

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FORM 3
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
BLUEMOUNTAIN LOGAN OPPORTUNITIES GP, LLC
2. Issuer Name and Ticker or Trading Symbol
KEY ENERGY SERVICES INC [ KEGX]
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)
280 PARK AVENUE, 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
03/06/2020
(Street)
NEW YORK, NY10017
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 ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 4,135,114 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 3,531,069 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 2,482,246 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 2,482,246 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 2,482,246 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 175,354 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 175,354 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 126,542 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 126,542 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 193,149 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 193,149 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 391,161 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 391,161 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 160,869 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 160,869 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 392,909 I Footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 )
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 392,909 D
Common Stock ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) 212,884 D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BLUEMOUNTAIN LOGAN OPPORTUNITIES GP, LLC
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BLUEMOUNTAIN LOGAN OPPORTUNITIES MASTER FUND L.P.
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BlueMountain Montenvers GP S.a.r.l.
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BlueMountain Montenvers Master Fund SCA SICAV-SIF
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BlueMountain Kicking Horse Fund GP, LLC
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BlueMountain Kicking Horse Fund L.P.
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BLUEMOUNTAIN SUMMIT OPPORTUNITIES GP II, LLC
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BLUEMOUNTAIN SUMMIT TRADING L.P.
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
BlueMountain Timberline Ltd.
280 PARK AVENUE
12TH FLOOR
NEW YORK, NY10017
X
Signatures
BlueMountain Logan Opportunities GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Logan Opportunities Master Fund L.P., By: BlueMountain Logan Opportunities GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Montenvers Master Fund SCA SICAV-SIF, By: BlueMountain Montenvers GP S.a r.l., By: /s/ Alan Gerstein , Authorized Person 03/13/2020
Signature of Reporting Person Date
BlueMountain Montenvers GP S.a r.l., By: /s/ Alan Gerstein, Authorized Person 03/13/2020
Signature of Reporting Person Date
BlueMountain Kicking Horse Fund GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Kicking Horse Fund L.P., By: BlueMountain Kicking Horse Fund GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Summit Opportunities GP II, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Summit Trading L.P., By: BlueMountain Summit Opportunities GP II, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer 03/13/2020
Signature of Reporting Person Date
BlueMountain Timberline Ltd., By: /s/ Andrew Feldstein, Director 03/13/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The filing of this Form 3 shall not be construed as an admission that any of BlueMountain Capital Management, LLC ("BMCM"), BlueMountain GP Holdings, LLC ("GP Holdings"), the General Partners (as defined in Footnote 5), Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") or BlueMountain Montenvers GP S.a r.l. ("BMM GP") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.01 per share (the "Common Stock"), of Key Energy Services, Inc. (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of th e Exchange Act, each of BMCM, GP Holdings, the General Partners, BMCA GP and BMM GP disclaims such beneficial ownership, except to the extent of its respective pecuniary interest.
( 2 )BMCM is the investment manager of each of: (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,482,246 shares of Common Stock; (ii) BlueMountain Foinaven Master Fund L.P. ("BMFV"), which is the direct beneficial owner of 175,354 shares of Common Stock; (iii) BlueMountain Guadalupe Peak Fund L.P. ("BMGP"), which is the direct beneficial owner of 126,542 shares of Common Stock; (iv) BlueMountain Logan Opportunities Master Fund L.P. ("BMLO"), which is the direct beneficial owner of 193,149 shares of Common Stock; (v) BlueMountain Montenvers Master Fund SCA SICAV-SIF ("BMM"), which is the direct beneficial owner of 391,161 shares of Common Stock; (vi) BlueMountain Kicking Horse Fund L.P. ("BMKH"), which is the direct beneficial owner of 160,869 shares of Common Stock;
( 3 )(vii) BlueMountain Summit Trading L.P. ("BMST" and, together with BMCA, BMFV, BMGP, BMLO and BMKH, the "Partnerships"), which is the direct beneficial owner of 392,909 shares of Common Stock; and (viii) BlueMountain Timberline Ltd. ("BMT" and, together with the Partnerships and BMM, the "Funds"), which is the direct beneficial owner of 212,884 shares of Common Stock. BMCM, although it directs the voting and disposition of the Common Stock held by the Funds, only receives an asset-based fee relating to the Common Stock held by the Funds.
( 4 )(i) BMCA GP is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by it; (ii) Blue Mountain Credit GP, LLC ("BMC GP") is the sole owner of BMCA GP and has an indirect profits interest in the Common Stock beneficially owned by BMCA; (iii) BlueMountain Foinaven GP, LLC ("BMFV GP") is the general partner of BMFV and has an indirect profits interest in the Common Stock beneficially owned by it; (iv) BlueMountain Long/Short Credit GP, LLC ("BMGP GP") is the general partner of BMGP and has an indirect profits interest in the Common Stock beneficially owned by it; (v) BlueMountain Logan Opportunities GP, LLC ("BMLO GP") is the general partner of BMLO and has an indirect profits interest in the Common Stock beneficially owned by it; (vi) BMM GP is the general partner of BMM and has an indirect profits interest in the Common Stock beneficially owned by it;
( 5 )(vii) BlueMountain Kicking Horse Fund GP, LLC ("BMKH GP") is the general partner of BMKH and has an indirect profits interest in the Common Stock beneficially owned by it; and (viii) BlueMountain Summit Opportunities GP II, LLC ("BMST GP" and, together with BMC GP, BMFV GP, BMGP GP, BMLO GP and BMKH GP, the "General Partners") is the general partner of BMST and has an indirect profits interest in the Common Stock beneficially owned by it. GP Holdings is the sole owner of each of the General Partners and thus has an indirect profits interest in the Common Stock beneficially owned by the Partnerships. BMCM is the sole owner of BMM GP and thus has an indirect profits interest in the Common Stock beneficially owned by BMM.
( 6 )The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Form 3 for certain additional Reporting Persons is being filed separately and simultaneously with this Form 3 due to the limitation of ten Reporting Persons per filing.

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