SEC Form SC 13D/A filed by Civeo Corporation (Canada) (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
Civeo Corporation
(Name of Issuer)
Common Shares
(Title of Class of Securities)
178787107
(CUSIP Number)
Torlowna Investments Ltd.
9657 45 Avenue NW
Edmonton, Alberta, Canada T6E 5Z8
Attention: Lance Torgerson
- with copies to -
Dentons Canada LLP
2900 Manulife Place
10180 – 101 St. NW
Edmonton, AB T5J 3V5
Attention: Leanne Krawchuk
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
October 31, 2023
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
| * | 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 disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose 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. 178787107
| 1 |
NAME OF REPORTING PERSON
Torgerson Family Trust | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Province of British Columbia, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
0 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
0 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0% | |||||
| 14 | TYPE OF REPORTING PERSON
OO | |||||
2
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
989677 Alberta Ltd. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
160,104 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
160,104 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,104 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1% | |||||
| 14 | TYPE OF REPORTING PERSON
CO | |||||
3
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
Svenco Investments Ltd. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
160,104 (1) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
160,104 (1) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
160,104 (1) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1% | |||||
| 14 | TYPE OF REPORTING PERSON
CO | |||||
| (1) | Svenco Investments Ltd. may be deemed to be the beneficial owner of 160,104 shares held indirectly by Svenco Investments Ltd. as the direct owner of all of the voting shares of 989677 Alberta Ltd. |
4
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
Torlowna Investments Ltd. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
528,873 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
528,873 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
528,873 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.6% | |||||
| 14 | TYPE OF REPORTING PERSON
CO | |||||
5
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
Lance Torgerson | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
688,977 (2) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
688,977 (2) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
688,977 (2) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.7% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| (2) | Lance Torgerson may be deemed to be the beneficial owner of the shares held directly by Torlowna Investments Ltd. and 989677 Alberta Ltd., which are controlled by Lance Torgerson. |
6
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
Tammy Torgerson | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
688,977 (3) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
688,977 (3) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
688,977 (3) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.7% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| (3) | Mrs. Torgerson may be deemed to be the beneficial owner of the shares held by her spouse Lance Torgerson. |
7
CUSIP No. 178787107
| 1 |
NAME OF REPORTING PERSON
Richard Torgerson | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☒
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
0 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
0 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
8
AMENDMENT NO. 13 TO SCHEDULE 13D
This Amendment No. 14 to Schedule 13D/A (the “Amendment”) relates to the Common Shares (“Common Shares”) of Civeo Corporation, a British Columbia corporation (the “Issuer” or the “Company”). This Amendment is being filed to amend the Schedule 13D/A that was filed on September 18, 2023 (the “Schedule 13D”). This Amendment is being filed to update Item 5 to the Schedule 13D. Other than information set forth on the cover pages and Item 5 below, no other information in the Schedule 13D is being amended. Unless otherwise indicated in this Amendment, all capitalized terms have the meanings ascribed to them in the Schedule 13D.
| Item 5. | Interest in Securities of the Issuer |
(a) and (b) The information on the cover pages are incorporated by reference to this Item 5(a) and 5(b).
The ownership percentage is calculated based upon 14,745,906 Common Shares outstanding as of October 23, 2023, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on October 27, 2023.
(c) The table below sets forth all transactions in Common Shares within the past 60 days by the Reporting Persons. The transactions set forth below were effected on the open market. Except for the transactions set forth below, none of the Reporting Persons effected any transaction in the Common Shares during the past 60 days.
| Date |
Nature of Transaction | Number of Shares | Price Per Share | |||||||||
| September 7, 2023 |
Sale | 206 | $ | 21.00 | ||||||||
| September 12, 2023 |
Sale | 299 | $ | 21.00 | ||||||||
| September 14, 2023 |
Sale | 15,880 | $ | 21.00 | ||||||||
| September 18, 2023 |
Sale | 29,675 | $ | 20.62 | ||||||||
| September 19, 2023 |
Sale | 2,947 | $ | 20.54 | ||||||||
| September 20, 2023 |
Sale | 574 | $ | 20.02 | ||||||||
| September 21, 2023 |
Sale | 41,575 | $ | 19.83 | ||||||||
| September 22, 2023 |
Sale | 11,672 | $ | 19.73 | ||||||||
| September 25, 2023 |
Sale | 3,378 | $ | 19.75 | ||||||||
| October 5, 2023 |
Sale | 6,400 | $ | 20.56 | ||||||||
| October 10, 2023 |
Sale | 20 | $ | 20.53 | ||||||||
| October 12, 2023 |
Sale | 8,515 | $ | 20.00 | ||||||||
| October 13, 2023 |
Sale | 4,775 | $ | 20.00 | ||||||||
| October 16, 2023 |
Sale | 17,898 | $ | 20.01 | ||||||||
| October 17, 2023 |
Sale | 16,477 | $ | 20.00 | ||||||||
| October 18, 2023 |
Sale | 5 | $ | 20.25 | ||||||||
| October 30, 2023 |
Sale | 46,904 | $ | 19.68 | ||||||||
| October 31, 2023 |
Sale | 64,321 | $ | 19.86 | ||||||||
(d) Not applicable.
(e) As of October 31, 2023 the Reporting Persons ceased to be the beneficial owner of more than five percent of the issuer’s Common Shares.
9
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: November 2, 2023
| Torgerson Family Trust | ||
| By: | /s/ Lance Torgerson | |
| Name: | Lance Torgerson | |
| Title: | Trustee | |
| 989677 Alberta Ltd. | ||
| By: | /s/ Lance Torgerson | |
| Name: | Lance Torgerson | |
| Title: | President | |
| Svenco Investments Ltd. | ||
| By: | /s/ Lance Torgerson | |
| Name: | Lance Torgerson | |
| Torlowna Investments Ltd. | ||
| By: | /s/ Lance Torgerson | |
| Name: | Lance Torgerson | |
| Title: | President | |
| /s/ Lance Torgerson | ||
| Lance Torgerson | ||
| /s/ Richard Torgerson | ||
| Richard Torgerson | ||
| /s/ Tammy Torgerson | ||
| Tammy Torgerson | ||
10