Civeo Corp — Director's Dealing 2019

Mar 8, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Civeo Corp (CVEO)
CIK: 0001590584
Period of Report: 2018-12-19

Reporting Person: Torgerson Family Trust (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-12-19	Class A Series 1 Preferred Shares	$3.30	J	637	Disposed		Common Stock (1930303.011)	Direct

Footnotes

F1: Forfeiture of shares pursuant to escrow agreement entered into on April 2, 2018 in connection with the acquisition of Noralta Lodge Ltd. by the Issuer. The shares were forfeited in connection with a post-closing purchase price adjustment.

F2: The Preferred Shares can be converted by the issuer at any time if the 15-day volume weighted average price of the Common Shares is equal to or exceeds the Conversion Price; the holders of the Preferred Shares will have the right to convert the Preferred Shares into Common Shares at any time after April 2, 2020.

F3: The Preferred Shares mandatorily convert after five years from the date of issuance.

F4: The Preferred Shares are convertible into the number of Common Shares at a rate of 3,030.3030 Common Shares per each $10,000 of Liquidation Preference. The Preferred Shares have an initial Liquidation Preference of $10,000 per share, which amount may be increased in connection with the accrual of dividends or the payment of in-kind dividends.

F5: Pursuant to the escrow agreement, the shares were to be valued at CAD$12,708 for purposes of the purchase price adjustment. $9,448.33 represents the the USD equivalent of CAD$12,708 based on the exchange rate on December 19, 2018.