8-K
filed September 22, 2023, 7:59 PM ET
CIK 0001136294
M&A
confidence high
sentiment negative
materiality 0.95
NOS4-1, Inc.: M&A transaction — Williams Industrial Services completes asset sale for $59.3M; ceases operations
NOS4-1, Inc.
- Sale closed Sep 18; net cash $59,309,043 from Energy Solutions Nuclear Services, LLC.
- Company ceases all operations; will not file financial statements for the sale.
- CEO Tracy Pagliara, CFO/COO Randall Lay, and SVP/Secretary Charles Wheelock resigned.
- Board members Steven Davis, Linda Goodspeed, Mitchell Quain resigned effective Sep 22.
- Common stock (WLMS) highly speculative; holders likely face complete loss in Chapter 11.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Tracy D. Pagliara resigned as President and Chief Executive Officer at NOS4-1, Inc..
- Action
- resigned
- Role
- President and Chief Executive Officer
Exact text from the filing
Effective immediately following the consummation of the Sale, the following individuals resigned as officers of the Company and its affiliates, and their employment was terminated without cause: (i) Tracy D. Pagliara, President and Chief Executive Officer; (ii) Randall R. Lay, Executive Vice President, Chief Financial Officer and Chief Operating Officer; and (iii) Charles E. Wheelock, Senior Vice President, Chief Administrative Officer, General Counsel and Secretary.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Charles E. Wheelock resigned as Senior Vice President, Chief Administrative Officer, General Counsel and Secretary at NOS4-1, Inc..
- Action
- resigned
- Role
- Senior Vice President, Chief Administrative Officer, General Counsel and Secretary
Exact text from the filing
Effective immediately following the consummation of the Sale, the following individuals resigned as officers of the Company and its affiliates, and their employment was terminated without cause: (i) Tracy D. Pagliara, President and Chief Executive Officer; (ii) Randall R. Lay, Executive Vice President, Chief Financial Officer and Chief Operating Officer; and (iii) Charles E. Wheelock, Senior Vice President, Chief Administrative Officer, General Counsel and Secretary.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Linda A. Goodspeed resigned as Director at NOS4-1, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
the following members of the Board of Directors resigned as directors of the Company, effective September 22, 2023: Steven D. Davis, Linda A. Goodspeed, and Mitchell I. Quain.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Tracy D. Pagliara resigned as Member of the Board of Directors at NOS4-1, Inc..
- Action
- resigned
- Role
- Member of the Board of Directors
Exact text from the filing
Mr. Pagliara also resigned as a member of the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Steven D. Davis resigned as Director at NOS4-1, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
the following members of the Board of Directors resigned as directors of the Company, effective September 22, 2023: Steven D. Davis, Linda A. Goodspeed, and Mitchell I. Quain.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mitchell I. Quain resigned as Director at NOS4-1, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
the following members of the Board of Directors resigned as directors of the Company, effective September 22, 2023: Steven D. Davis, Linda A. Goodspeed, and Mitchell I. Quain.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Randall R. Lay resigned as Executive Vice President, Chief Financial Officer and Chief Operating Officer at NOS4-1, Inc..
- Action
- resigned
- Role
- Executive Vice President, Chief Financial Officer and Chief Operating Officer
Exact text from the filing
Effective immediately following the consummation of the Sale, the following individuals resigned as officers of the Company and its affiliates, and their employment was terminated without cause: (i) Tracy D. Pagliara, President and Chief Executive Officer; (ii) Randall R. Lay, Executive Vice President, Chief Financial Officer and Chief Operating Officer; and (iii) Charles E. Wheelock, Senior Vice President, Chief Administrative Officer, General Counsel and Secretary.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
NOS4-1, Inc. completed a disposition involving Energy Solutions Nuclear Services, LLC for $59,309,043.06 (closed 2023-09-18).
- Action
- disposition
- Counterparty
- Energy Solutions Nuclear Services, LLC
- Consideration
- $59,309,043.06
- Closing
- 2023-09-18
Exact text from the filing
On September 18, 2023, the Sellers and Energy Solutions consummated the Sale. The final cash consideration paid at closing, net of the aforementioned adjustments, was $59,309,043.06.
View on SEC.gov
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