SEC Form SC 13G/A filed by FTS International, Inc. (Amendment)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G*

Under the Securities Exchange Act of 1934

(Amendment No. 2)

FTS International, Inc.
(Name of Issuer)

Common Stock, $0.01 par value per share
(Title of Class of Securities)

30283W302
(CUSIP Number)

August 26, 2021
(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)

x 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 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).

Continued on following pages

Page 1 of 9 Pages

FTS International, Inc. (“Issuer”)

777 Main Street, Suite 2900
Fort Worth, Texas 76102

This Schedule 13G is jointly filed on behalf of the following persons (the “Reporting Persons”):

Attached as Exhibit A is an agreement by and among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934 (the “Exchange Act”).

The address of the principal business office of each of Temasek Holdings and FFI is 60B Orchard Road, #06-18 Tower 2, The Atrium@Orchard, Republic of Singapore 238891. The address of the principal business office of Maju is c/o IQ EQ Corporate Services (Mauritius) Ltd, 33, Edith Cavell Street, Port Louis, 11324, Republic of Mauritius.

Common Stock, par value $0.01 per share (“Shares”)

30283W302

This Item 3 is not applicable.

On September 22, 2020, the Issuer and certain of its affiliated companies (together with the Issuer, the “Debtors”) filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”).

On November 4, 2020, the Bankruptcy Court entered an order approving and confirming the Debtors’ Joint Prepackaged Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code (as the same may have been modified, supplemented, and amended, and including all supplements and exhibits thereto, the “Confirmed Plan”). The Confirmed Plan became effective on November 19, 2020 (the “Effective Date”), at which time all Shares outstanding prior to such time were cancelled (including the 2,080,857 Shares previously held by the Reporting Persons), and the Issuer issued to the Reporting Persons 496,289 Shares and warrants to purchase an additional 2,060,496 Shares issuable upon the exercise of the warrants (the “Warrants”).

On January 26, 2021 and January 27, 2021, the Reporting Persons sold 4,593 Shares and 7,836 Shares, respectively, in the open market. On February 3, 2021, the Reporting Persons sold the remaining 483,860 Shares in the open market.

On August 26, 2021, the Reporting Persons sold 1,068,000 Warrants in a private sale.

Maju is a direct beneficial owner of 992,496 Warrants. Maju is a direct wholly owned subsidiary of FFI, which is a direct wholly owned subsidiary of Temasek Holdings. Accordingly, FFI and Temasek Holdings may be deemed to be indirect beneficial owners of the 992,496 Warrants beneficially owned directly by Maju.

7.06%, which is calculated based on 14,061,643 Shares outstanding as of July 30, 2021, as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Commission on August 6, 2021.

With respect to the shared power to vote, or to direct the vote, and to dispose, or to direct the disposition of, Shares, please see Item 4(a) above regarding qualifications as to beneficial ownership. The following information is the same for each Reporting Person:

This Item 5 is not applicable.

This Item 6 is not applicable.

This Item 7 is not applicable.

This Item 8 is not applicable.

This Item 9 is not applicable.

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 a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURES

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.

EXHIBIT INDEX