UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Civeo Corporation
(Name of Issuer)
Common Shares
(Title of Class of Securities)
178787107
(CUSIP Number)
Torgerson Family Trust and 989677 Alberta Ltd.
9645 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)
March 08, 2021
(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
1,905,035 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
1,905,035 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,905,035 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.33% | |||||
| 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
490,487 | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
490,487 | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
490,487 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4% | |||||
| 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
490,487 (1) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
490,487 (1) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
490,487 (1) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4% | |||||
| 14 | TYPE OF REPORTING PERSON
CO | |||||
| (1) | Svenco Investments Ltd. may be deemed to be the beneficial owner of 5,948,213 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
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
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
2,395,522 (2) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
2,395,522 (2) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,395,522 (2) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.77% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| (2) | Lance Torgerson may be deemed to be the beneficial owner of the shares held directly by Torgerson Family Trust, of which Lance Torgerson is one of three co-trustees and a beneficiary, and the shares held directly by 989677 Alberta Ltd., of which Lance Torgerson is the sole director and, as the owner of 100% of the voting shares of Svenco Investments Ltd., is the indirect beneficial owner of all of the voting shares of 989677 Alberta Ltd. |
5
| 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
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
2,395,522 (3) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
2,395,522 (3) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,395,522 (3) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.77% | |||||
| 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. |
6
| 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
Province of Alberta, Canada | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
7 | SOLE VOTING POWER
-0- | ||||
| 8 | SHARED VOTING POWER
1,905,035 (4) | |||||
| 9 | SOLE DISPOSITIVE POWER
-0- | |||||
| 10 | SHARED DISPOSITIVE POWER
1,905,035 (4) | |||||
| 11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,905,035 (4) | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.33% | |||||
| 14 | TYPE OF REPORTING PERSON
IN | |||||
| (4) | Richard Torgerson may be deemed to be the beneficial owner of the shares held directly by Torgerson Family Trust, of which Richard Torgerson is one of three co-trustees. |
7
AMENDMENT NO. 2 TO SCHEDULE 13D
This Amendment No. 2 to Schedule 13D/A (the “Amendment”) relates to 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 March 8, 2019 (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 14,286,290 of the Issuer’s Common Shares outstanding as of February 22, 2021, as reported in the Issuer’s annual report for the period ending December 31, 2020 on the Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2021.
(c) The following table sets forth all transactions with respect to the Common Shares effected during the past sixty (60) days prior to the effective date of this Amendment No. 2 to Schedule 13D by the Reporting Persons. All transactions were made on the New York Stock Exchange.
| Date of Transaction |
Transaction | Number of securities sold (Torgerson Family Trust): |
Number of securities sold (989677 Alberta Ltd.): |
Total shares sold | Volume Weighted Average Price |
|||||||||||||||
|
Feb-05-2021 |
Sale | 4,777 | 163 | 4,940 | $ | 17.02 | ||||||||||||||
|
Feb-08-2021 |
Sale | 4,840 | 165 | 5,005 | $ | 17.95 | ||||||||||||||
|
Feb-09-2021 |
Sale | 4,875 | 167 | 5,042 | $ | 17.78 | ||||||||||||||
|
Feb-10-2021 |
Sale | 5,019 | 171 | 5,190 | $ | 18.44 | ||||||||||||||
|
Feb-11-2021 |
Sale | 5,151 | 176 | 5,327 | $ | 18.77 | ||||||||||||||
|
Feb-12-2021 |
Sale | 5,408 | 185 | 5,593 | $ | 19.30 | ||||||||||||||
|
Feb-16-2021 |
Sale | 5,949 | 203 | 6,152 | $ | 20.06 | ||||||||||||||
|
Feb-17-2021 |
Sale | 6,164 | 211 | 6,375 | $ | 19.48 | ||||||||||||||
|
Feb-18-2021 |
Sale | 6,388 | 218 | 6,606 | $ | 19.47 | ||||||||||||||
|
Feb-19-2021 |
Sale | 6,682 | 228 | 6,910 | $ | 19.56 | ||||||||||||||
|
Feb-22-2021 |
Sale | 6,901 | 236 | 7,137 | $ | 19.46 | ||||||||||||||
|
Feb-23-2021 |
Sale | 7,121 | 243 | 7,364 | $ | 18.97 | ||||||||||||||
|
Feb-24-2021 |
Sale | 7,375 | 252 | 7,627 | $ | 19.67 | ||||||||||||||
|
Feb-25-2021 |
Sale | 7,998 | 273 | 8,271 | $ | 19.44 | ||||||||||||||
|
Feb-26-2021 |
Sale | 8,140 | 278 | 8,418 | $ | 18.99 | ||||||||||||||
|
March-01-2021 |
Sale | 8,677 | 296 | 8,973 | $ | 17.37 | ||||||||||||||
|
March-02-2021 |
Sale | 9,750 | 333 | 10,083 | $ | 17.63 | ||||||||||||||
|
March-03-2021 |
Sale | 9,710 | 332 | 10,042 | $ | 17.63 | ||||||||||||||
|
March-04-2021 |
Sale | 10,048 | 343 | 10,391 | $ | 17.25 | ||||||||||||||
|
March-05-2021 |
Sale | 10,318 | 352 | 10,670 | $ | 17.86 | ||||||||||||||
|
March-08-2021 |
Sale | 10,867 | 371 | 11,238 | $ | 18.87 | ||||||||||||||
(d) Not applicable.
(e) Not applicable.
8
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: March 10, 2021
| 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 | |
| Title: | President | |
| /s/ Lance Torgerson | ||
| Lance Torgerson | ||
| /s/ Richard Torgerson | ||
| Richard Torgerson | ||
| /s/ Tammy Torgerson | ||
| Tammy Torgerson | ||
9