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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 05/31/2017 | 3. Issuer Name and Ticker or Trading Symbol EXCO RESOURCES INC [ XCO ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
| Common Stock, par value $0.001 per share | 1,835,928(1) | I | See footnote(5) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Warrant to purchase shares of Common Stock | 05/31/2017(2) | 05/31/2022 | Common Stock | 10,824,377(1)(2) | 13.95 | I | See footnote(5) |
| Warrant to purchase shares of Common Stock | 05/31/2017(3) | 05/31/2022 | Common Stock | 431,433(1)(3) | 0.01 | I | See footnote(5) |
| Warrant to purchase shares of Common Stock | 05/31/2017(4) | 05/31/2022 | Common Stock | 1,294,144(1)(4) | 0.01 | I | See footnote(5) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Reflects a 1-for-15 reverse stock split of the Issuer's common stock effected after the transactions reported herein. |
| 2. These warrants to purchase shares of the Issuer's common stock (the "Financing Warrants") were issued indirectly to the Reporting Persons in connection with the purchase of the Issuer's 8.0%/11.0% 1.5 Senior Secured PIK Toggle Notes due 2022 pursuant to the terms of that certain Purchase Agreement dated March 15, 2017 by and among the Issuer, the subsidiary guarantors named therein and certain purchasers named therein (including certain of the Reporting Persons) (the "1.5 Lien Notes Offering"). The Financing Warrants were issued subject to approval by the Issuer's shareholders. Shareholder approval of the issuance of the Financing Warrants was received on May 31, 2017. |
| 3. These warrants to purchase shares of the Issuer's common stock (the "Commitment Warrants") were issued indirectly to the Reporting Persons who agreed to backstop the offering of the 1.5 Lien Notes Offering. The Commitment Warrants were issued subject to approval by the Issuer's shareholders. Shareholder approval of the issuance of the Commitment Warrants was received on May 31, 2017. |
| 4. These warrants to purchase shares of the Issuer's common stock (the "Amendment Fee Warrants") were issued indirectly to the Reporting Persons pursuant to the Issuer's Second Lien Term Loan Exchange in connection with the 1.5 Lien Notes Offering. The Amendment Fee Warrants were issued subject to approval by the Issuer's shareholders. Shareholder approval of the issuance of the Amendment Fee Warrants was received on May 31, 2017. |
| 5. These securities are held by wholly-owned subsidiaries of Fairfax Financial Holdings Limited. V. Prem Watsa is the CEO and controlling person of Fairfax Financial Holdings Ltd through the other Reporting Persons. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose. |
| /s/ Eric Salsberg | 08/09/2017 | |
| /s/ V. Prem Wasta | 08/09/2017 | |
| /s/ V. Prem Wasta | 08/09/2017 | |
| /s/ V. Prem Wasta | 08/09/2017 | |
| /s/ V. Prem Wasta | 08/09/2017 | |
| /s/ Eric Salsberg | 08/09/2017 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||