UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
Basic Energy Services, Inc.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
06985P100
CUSIP Number
December 31, 2006
(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)
|X| 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 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. : 06985P100
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Credit Suisse
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Switzerland
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5 SOLE VOTING POWER
0
NUMBER OF -----------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 18,066,126
EACH -----------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 0
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8 SHARED DISPOSITIVE POWER
18,066,126
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
18,066,126
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
47.2%
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12 TYPE OF REPORTING PERSON
BK
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2
ITEM 1. NAME OF ISSUER AND ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
(a) Name of Issuer:Basic Energy Services, Inc.
(b) Address of Issuer's Principal Executive Offices:
400 West Illinois
Suite 800
Midland, Texas 79701
ITEM 2. PERSON FILING:
(a) Name of Person Filing:
Credit Suisse. See Schedule I.
(b) Address of Principal Business Office or, if none, Residence:
Uetlibergstrasse 231
P.O. Box 900
CH 8070 Zurich, Switzerland
(c) Citizenship:
Switzerland
(d) Title of Class of Securities:
Common Stock, par value $.01 per share.
(e) CUSIP Number:
06985P100
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B) OR
(C), CHECK WHETHER THE PERSON FILING IS A:
(a) [_] Broker or dealer registered under Section 15 of the Exchange Act
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act
(c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange
Act
(d) [_] Investment company registered under Section 8 of the Investment
Company Act
(e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E)
(f) [_] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F)
(g) [_] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G)
(h) [_] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act
(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J)
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ITEM 4. OWNERSHIP.
ITEM 4(A): AMOUNT BENEFICIALLY OWNED: 18,066,126
ITEM 4(B): PERCENT OF CLASS: 47.2%
ITEM 4(C): Number of shares as to which the Reporting Person has:
(i) sole power to vote or direct the vote: 0
(ii) shared power to vote or to direct the vote: 18,066,126
(iii)sole power to dispose of or to direct the disposition of: 0
(iv) shared power to dispose of or to direct the disposition of: 18,066,126
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
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.
See Schedule I.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
(a) Not applicable.
(b) Not applicable.
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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: February 8, 2007 CREDIT SUISSE
By: /s/ Ivy Dodes
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Name: Ivy B. Dodes
Title: Managing Director
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Schedule I
In accordance with Securities and Exchange Commission Release No. 34-39538
(January 12, 1998), this Schedule 13G/A is being filed by Credit Suisse (the
"Bank"), a Swiss bank, on behalf of its subsidiaries to the extent that they
constitute the Investment Banking division (the "Investment Banking division"),
the Alternative Investments business (the "AI Business") within the Asset
Management division (the "Asset Management division") and the U.S. private
client services business (the "U.S. PCS Business") within the Private Banking
division (the "Private Banking division") (the "Reporting Person"). The address
of the Bank's principal business and office is Uetlibergstrasse 231, P.O. Box
900, CH 8070 Zurich, Switzerland. The address of the Reporting Person's
principal business and office in the United States is Eleven Madison Avenue, New
York, New York 10010.
The ultimate parent company of the Bank is Credit Suisse Group ("CSG"), a
corporation formed under the laws of Switzerland. CSG is a global financial
services company, active in all major financial centers and providing a
comprehensive range of banking products. The Bank is comprised of the Investment
Banking division, the Asset Management division and the Private Banking
division. The Investment Banking division provides financial advisory and
capital raising services and sales and trading to institutional, corporate and
government clients worldwide. The Asset Management division provides asset
management and investment advisory services to institutional, mutual fund and
private investors worldwide and offers products across a broad range of
investment classes, including alternative investments. The Private Banking
division offers global private banking and corporate and retail banking services
in Switzerland. CSG's business address is Paradeplatz 8, P.O. Box 1, CH 8070
Zurich, Switzerland.
CSG, for purposes of the federal securities laws, may be deemed ultimately
to control the Bank and the Reporting Person. CSG, its executive officers and
directors, and its direct and indirect subsidiaries (including those
subsidiaries that constitute the Asset Management division (other than the AI
Business) (the "Traditional AM Business") and the Private Banking division
(other than the U.S. PCS Business) (the "Non-U.S. PB Business")) may
beneficially own securities to which this Schedule 13G/A relates (the "Shares")
and such Shares are not reported in this Schedule 13G/A. CSG disclaims
beneficial ownership of Shares beneficially owned by its direct and indirect
subsidiaries, including the Reporting Person. Each of the Traditional AM
Business and the Non-U.S. PB Business disclaims beneficial ownership of Shares
beneficially owned by the Reporting Person. The Reporting Person disclaims
beneficial ownership of Shares beneficially owned by CSG, the Traditional AM
Business and the Non-U.S. PB Business.