UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 1527, 2021

Basic Energy Services, Inc.

(Exact name of registrant as specified in its charter)

Delaware		1-32693		54-2091194
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

801 Cherry Street, Suite 2100
Forth Worth, TX	76102
(Address of principal executive offices)	(Zip Code)

(817) 334-4100
(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value per share*	BASX*	The OTCQX Best Market*

* Until December 2, 2019, Basic Energy Services, Inc.’s common stock traded on the New York Stock Exchange under the symbol “BAS”. On December 3, 2019, Basic Energy Service, Inc.’s common stock began trading on the OTCQX® Best Market tier of the OTC Markets Group Inc. Deregistration under Section 12(b) of the Act became effective on March 16, 2020.

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 1427, 2021, ~~Basic Energy~~the ~~Services,~~Company ~~Inc.~~entered ~~(the~~into ~~“Company”)~~an ~~and~~amendment ~~certain~~to of the Company’s ~~subsidiaries~~employment ~~entered~~agreement ~~into~~with aAdam ~~forbearance~~Hurley ~~agreement~~ (the “~~Forbearance Agreement~~Amendment”), ~~with~~the Company’s ~~Bank~~Executive ofVice ~~America~~President, ~~N.A.,~~Chief asFinancial ~~administrative~~Officer, ~~agent~~Treasurer ~~(the~~and ~~“Agent”)~~Secretary. ~~and~~Pursuant ~~certain~~to ~~lenders~~the ~~holding~~Amendment, ~~greater~~the ~~than~~parties ahave ~~majority~~confirmed the amount of ~~the~~severance ~~commitments~~payable ~~(collectively,~~to ~~the~~Mr. ~~“Credit~~Hurley ~~Agreement~~in ~~Forbearing~~certain ~~Parties”)~~circumstances ~~under~~in ~~that~~connection ~~certain~~with ~~Credit~~his ~~Agreement~~position as Executive ~~dated~~Vice ~~October~~President 2,and ~~2018~~Chief ~~(as~~Financial ~~amended~~Officer, ~~restated,~~which ~~supplemented~~has orpreviously ~~otherwise~~been ~~modified,~~disclosed in the ~~“Credit~~Form ~~Agreement”)~~10-K/A ~~among~~filed ~~the~~with ~~Company,~~ the ~~lenders~~Securities ~~party~~and ~~thereto,~~Exchange ~~and~~Commission ~~the~~on ~~Agent~~April 30, 2021.

~~Pursuant~~The toforegoing ~~the Forbearance~~description ~~Agreement,~~of ~~subject~~the toAmendment ~~certain~~does ~~terms~~not ~~and~~purport ~~conditions~~to ~~set~~be ~~forth~~complete ~~therein,~~and ~~the~~is ~~Credit~~qualified ~~Agreement~~in ~~Forbearing~~its ~~Parties~~entirety ~~have~~by ~~agreed~~reference to ~~temporarily forbear~~the ~~from~~full ~~exercising~~text ~~any rights or remedies they may have in respect~~ of the ~~event~~Amendment, ofa ~~default described below and certain additional~~copy ~~events~~ of ~~default~~which ~~described~~is ~~therein.~~filed ~~The~~herewith ~~Forbearance~~as ~~Agreement~~Exhibit ~~terminates at 5:00 p~~10.m.1 ~~Central~~and ~~Daylight~~incorporated ~~Savings~~herein ~~Time~~by ~~on April 28, 2021, unless extended or certain specified circumstances cause an earlier termination~~reference.

The above description of the terms of the Forbearance Agreement does not purport to be complete and is qualified in its entirety by the full text of the Forbearance Agreement, which is attached as an exhibit hereto and is incorporated herein by reference.

Item 8.01 Other Events.

On April 15, 2021, the Company elected to utilize the 30-day grace period with respect to, and not to make, the approximate $16.335 million semi-annual interest payment that was due on April 15, 2021 with respect to the Company’s outstanding 10.75% senior notes due 2023 (the “Notes”). Under the indenture governing the Notes (the “Indenture”) the Company has a 30-day grace period after the interest payment date before an event of default. The occurrence of an event of default under the Indenture would give the trustee or the holders of at least 25% of principal amount of the outstanding Notes the option to declare all of the Notes due and payable immediately upon such event of default. Failure to make the interest payment on the Notes when due on April 15, 2021 constitutes an event of default under the Company’s Credit Agreement. Additionally, failure to make the interest payments on the Notes when due at the end of such grace period would constitute an event of default under the Company’s (i) Senior Secured Promissory Note with Ascribe III Investments LLC (“Ascribe”) as payee (the “Senior Secured Promissory Note”) and (ii) Second Lien Promissory Note with Ascribe (the “Second Lien Promissory Note”). The occurrence of an event of default under the Credit Agreement, the Senior Secured Promissory Note or the Second Lien Promissory Note would allow the respective agent or lenders to declare the Company’s obligations thereunder immediately due and payable and to exercise such rights and remedies provided for under such agreements subject to applicable intercreditor arrangements.

Item 7.01 Regulation FD Disclosure.

On ~~April~~May 153, 2021, Basic Energy Services, Inc. (the “Company ”) issued a press release announcing ~~its~~the ~~election~~completion of a sale-leaseback transaction related to ~~utilize~~certain real property in Los Angeles, California. The purchase price for the ~~30-day~~property ~~grace~~consisted ~~period~~of ~~with~~$10.5 ~~respect~~million, subject to a holdback of approximately $2.6 million for certain improvements to be constructed at the ~~interest~~property. ~~payment~~The ~~due~~Company onis ~~April~~entitled ~~15,~~to reimbursement of any remaining balance of said ~~2021~~holdback ~~under~~funds to the ~~indenture~~extent ~~governing~~not fully expended for the ~~Company’s~~intended 10purpose.~~75%~~ ~~senior~~The ~~notes~~Company ~~due~~has ~~2023~~entered into a simultaneous lease of the property for an initial term of three years. A copy of the press release is being furnished as Exhibit 99.1 hereto and is incorporated into this Item 7.01 by reference.

The information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing of the Company’s under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

(d)	Exhibits.

Exhibit No.		Exhibit
10.1		Amendment to Employment Agreement made and entered into by and between Basic Energy Services, Inc. and Adam Hurley, effective as of April 27, 2021.
99.1		Press Release dated May 3, 2021.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in exhibit 101).

Exhibit No.		Exhibit
10.1		Forbearance Agreement, dated April 14, 2021, by and among Basic Energy Services, Inc., the guarantors, the lenders party thereto, and Bank of America, N.A. as administrative agent, a swing line lender, and an L/C issuer.
99.1		Press Release dated April 15, 2021.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BASIC ENERGY SERVICES, INC.
	By:	/s/ Adam L. Hurley
Date: April 15, 2021		Adam L. Hurley (Executive Vice President, Chief Financial Officer, Treasurer and Secretary)

BASIC ENERGY SERVICES, INC.

	By:	/s/ Keith L. Schilling
Date: May 3, 2021		Keith L. Schilling
		(President, Chief Executive Officer and Director)

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