3//SEC Filing
HHEP-Directional, L.P. 3
Accession 0000899243-23-016716
CIK 0001884516other
Filed
Jun 28, 8:00 PM ET
Accepted
Jun 29, 7:24 PM ET
Size
5.4 KB
Accession
0000899243-23-016716
Insider Transaction Report
Form 3
HHEP-Directional, L.P.
10% Owner
Holdings
- 15,928,111
Common Stock
Footnotes (2)
- [F1]Received in connection with the Issuer's business combination (the "Business Combination") with Drilling Tools International Holdings, Inc. ("Legacy DTI") in accordance with the terms of the Agreement and Plan of Merger dated as of February 13, 2023 and amended as of June 5, 2023 (the "Merger Agreement"), by and among the Issuer (f/k/a ROC Energy Acquisition Corp.), ROC Merger Sub, Inc. ("Merger Sub") and Legacy DTI. Pursuant to the terms of the Merger Agreement, each outstanding share of Legacy DTI (i) common stock was converted into the right to receive 0.2282 shares of common stock of the Issuer ("Common Stock") and (ii) preferred stock was converted into the right to receive 0.3299 shares of Common Stock and $0.54 in cash (the "Preferred Cash Consideration"). The Business Combination closed on June 20, 2023.
- [F2](Continued From Footnote 1) Pursuant to the terms of an Exchange Agreement by and between ROC Energy Holdings, LLC, a Delaware limited liability company, Merger Sub, Legacy DTI and HHEP-Directional, L.P. ("HHEP"), HHEP elected to exchange the $9,529,541 of Preferred Cash Consideration it was entitled to receive pursuant to the Merger Agreement into 1,801,178 shares of Common Stock, which are included in the reported amount.
Documents
Issuer
Drilling Tools International Corp
CIK 0001884516
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001662112
Filing Metadata
- Form type
- 3
- Filed
- Jun 28, 8:00 PM ET
- Accepted
- Jun 29, 7:24 PM ET
- Size
- 5.4 KB