SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Glendon Capital Management LP

(Last) (First) (Middle)
2425 OLYMPIC BLVD., SUITE 500E

(Street)
SANTA MONICA CA 90404

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/19/2020
3. Issuer Name and Ticker or Trading Symbol
FTS International, Inc. [ FTSI ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, par value $0.01 per share(1) 1,760,675 I See Footnote.(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reported securities beneficially owned, directly or indirectly, by the reporting person were acquired on November 19, 2020 in connection with FTS International, Inc. ("FTSI") emerging from its Chapter 11 bankruptcy proceedings. Pursuant to the Joint Prepackaged Chapter 11 Plan of Reorganization of FTS International, Inc. and its Debtor Affiliates (the "Plan"), reorganized FTSI distributed shares of its Class A Common Stock, par value $0.01 per share, to (i) the holders (the "Noteholders") of FTSI's 6.25% senior secured notes due May 1, 2022 (the "Notes"), including the Glendon Investors (defined below), and (ii) holders of FTS Common Interests (as defined in the Plan), including certain of the Glendon Investors.
2. The reported securities are beneficially owned directly by certain private funds and certain other advisory clients of Glendon Capital Management, LP ("GCM"), which hold less than 10% of FTSI's common stock (collectively the "Glendon Investors"). GCM is the investment manager of the Glendon Investors, and has voting and dispositive power over the reported securities held directly by the Glendon Investors.
Remarks:
Christopher Sayer, a partner in GCM, is a director on FTSI's board of directors designated by the Noteholders party to the Third Amended and Restated Restructuring Support Agreement among FTSI and certain of its creditors holdings at least 50.01% of the aggregate principal amount of the Notes held by such Noteholders. As a result, GCM may be deemed a director by deputization of reorganized FTSI solely for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
Glendon Capital Management, L.P. ; Haig Maghakian 11/30/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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