
CUSIP No. 703481101

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)*

Pioneer Energy Services Corp.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

703481101

(CUSIP Number)

December 31, 2022

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 703481101


CUSIP No. 703481101


CUSIP No. 703481101


CUSIP No. 703481101


CUSIP No. 703481101

Item 1(a)

Name of Issuer:

The name of the issuer is Pioneer Energy Services Corp.. (the “Company”).

Item 1(b)

Address of Issuer’s Principal Executive Offices:

The Company’s principal executive office is located at 1250 N.E. Loop 410, Suite 1000, San Antonio, Texas, 78209.

Item 2(a)

Name of Person Filing:

This Schedule 13G is being jointly filed by and on behalf of each of MSD Partners, L.P. (“MSD Partners”), MSD Credit Opportunity Fund, L.P. (“MSD Credit Opportunity Fund”), MSD Capital, L.P. (“MSD Capital”) and SOF Investments II, L.P. (“SOF Investments”). Each of MSD Credit Opportunity Fund and SOF Investments is the direct owner of the securities covered by this statement.

MSD Partners is the investment manager of, and may be deemed to beneficially own securities beneficially owned by MSD Credit Opportunity Fund. MSD Partners (GP), LLC (“MSD GP”) is the general partner of, and may be deemed to beneficially own securities beneficially owned by, MSD Partners. Gregg R. Lemkau maintains investment discretion over this investment and therefore may be deemed to beneficially own securities beneficially owned by MSD GP.

MSD Capital is the general partner of, and may be deemed to beneficially own securities beneficially owned by SOF Investments. MSD Capital Management, LLC (“MSD Capital Management”) is the general partner of, and may be deemed to beneficially own securities beneficially owned by, MSD Capital. Gregg R. Lemkau and Marc R. Lisker are the managers of, and may be deemed to beneficially own securities beneficially owned by, MSD Capital Management. Michael S. Dell is the controlling member of, and may be deemed to beneficially own securities owned by MSD Capital Management.

The Reporting Persons have entered into a Joint Filing Agreement, dated February 14, 2023, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.

Neither the filing of this statement nor anything herein shall be construed as an admission that any person other than the Reporting Persons is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.


CUSIP No. 703481101

Item 2(b)

Address of Principal Business Office or, if none, Residence:

The address of the principal business office of MSD Partners, MSD Credit Opportunity Fund, MSD Capital and SOF Investments is One Vanderbilt Avenue, 26th Floor, New York, New York 10017.

Item 2(c)

Citizenship:

MSD Partners, MSD Credit Opportunity Fund, MSD Capital and SOF Investments are organized as limited partnerships under the laws of the State of Delaware.

Item 2(d)

Title of Class of Securities:

Common Stock

Item 2(e)

CUSIP No.:

703481101

Item 3

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

Not applicable.


CUSIP No. 703481101

Item 4

Ownership:

MSD Partners, L.P.

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-

MSD Credit Opportunity Master Fund, L.P.

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-


CUSIP No. 703481101

MSD Partners (GP), LLC

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-


CUSIP No. 703481101

MSD Capital, L.P.

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-

SOF Investments II, L.P.

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-

MSD Capital Management, LLC

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-


CUSIP No. 703481101

Gregg R. Lemkau

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-

Michael S. Dell

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-

Marc R. Lisker

(a)

Amount beneficially owned: -0-

(b)

Percent of class: -0-

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote: -0-

(ii)

Shared power to vote or direct the vote: -0-

(iii)

Sole power to dispose or direct the disposition: -0-

(iv)

Shared power to dispose or direct the disposition: -0-


CUSIP No. 703481101

Item 5

Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

Item 6

Ownership of More Than Five Percent on Behalf of Another Person:

Not applicable.

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:

Not applicable.

Item 8

Identification and Classification of Members of the Group:

Not applicable.

Item 9

Notice of Dissolution of Group:

Not applicable.

Item 10

Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.


CUSIP No. 703481101

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Schedule 13G is true, complete and correct.

Date: February 14, 2023


MSD Partners, L.P.		MSD Capital, L.P.

By:	MSD Partners (GP), LLC	By:	MSD Capital Management, LLC
Its:	General Partner	Its:	General Partner

By:	/s/Robert K. Simonds	By:	/s/ Marc R. Lisker
Name:	Robert K. Simonds	Name:	Marc R. Lisker
Title:	Authorized Signatory	Title:	Manager

MSD Credit Opportunity Fund, L.P.		SOF Investments II, L.P.

By:	MSD Partners, L.P.	By:	MSD Capital Management, LLC
Its:	Investment Manager	Its:	General Partner

By:	/s/ Robert K. Simonds	By:	/s/ Marc R. Lisker
Name:	Robert K. Simonds	Name:	Marc R. Lisker
Title:	Authorized Signatory	Title:	Manager


CUSIP No. 703481101

EXHIBIT INDEX


Exhibit		Description of Exhibit

Exhibit 99.1		Joint Filing Agreement dated February 14, 2023

NAMES OF REPORTING PERSONS

MSD Partners, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

PIONEER ENERGY SERVICES LLC SC 13G/A