0001104659-20-076042.txt : 20200623 0001104659-20-076042.hdr.sgml : 20200623 20200623160557 ACCESSION NUMBER: 0001104659-20-076042 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200619 FILED AS OF DATE: 20200623 DATE AS OF CHANGE: 20200623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MATLIN DAVID J CENTRAL INDEX KEY: 0001251956 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38025 FILM NUMBER: 20981971 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: U.S. WELL SERVICES, INC. CENTRAL INDEX KEY: 0001670349 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 811847117 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1360 POST OAK BOULEVARD, SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: (832) 562-3730 MAIL ADDRESS: STREET 1: 1360 POST OAK BOULEVARD, SUITE 1800 CITY: HOUSTON STATE: TX ZIP: 77056 FORMER COMPANY: FORMER CONFORMED NAME: Matlin & Partners Acquisition Corp DATE OF NAME CHANGE: 20160422 FORMER COMPANY: FORMER CONFORMED NAME: MP Acquisition I Corp. DATE OF NAME CHANGE: 20160324 4 1 tm2023190-2_4.xml OWNERSHIP DOCUMENT X0306 4 2020-06-19 0 0001670349 U.S. WELL SERVICES, INC. USWS 0001251956 MATLIN DAVID J 1360 POST OAK BOULEVARD, SUITE 1800 HOUSTON TX 77056 1 0 1 0 Series B Redeemable Convertible Preferred Stock 2020-06-19 4 S 0 200 D Class A Common Stock 1678 D Each share (a "Series B Preferred Share") of Series B Redeemable Convertible Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock"), is convertible into a number of shares of Class A Common Stock equal to (i) the Liquidation Preference (as defined in the Certificate of Designations of the Series B Preferred Stock (the "Certificate of Designations")) as of the date of conversion divided by (ii) the then applicable Conversion Price (as defined in the Certificate of Designations). The Liquidation Preference was approximately $1,017.75 as of June 19, 2020 and June 23, 2020 and is subject to increase as provided in the Certificate of Designations if the Issuer does not pay quarterly dividends on the Series B Preferred Stock in cash. The Conversion Price is initially $0.308 and is subject to adjustment in certain circumstances as provided in the Certificate of Designations. On June 19, 2020, the Reporting Person sold 200 Series B Preferred Shares in a privately negotiated transaction for an aggregate sales price of $200,000 in cash. Subject to the terms and conditions of the Certificate of Designations, the Reporting Person may, at his option at any time, convert all or a portion of the Series B Preferred Shares into shares of Class A Common Stock. The Series B Preferred Shares do not have an expiration date, provided that in certain circumstances on or after April 1, 2023, the Issuer may, at its option, convert all or a portion of the Series B Preferred Shares at the same conversion rate described in (1) above. In addition, at any time on or after October 1, 2021, the Issuer may, at its option, redeem all or a portion of the Series B Preferred Shares at a redemption price equal to the then applicable Liquidation Preference described in (1) above, provided that the Reporting Person may, at his option, convert his shares as described above within five business days of receipt of the notice of redemption. The number of shares of Class A Common Stock into which the Series B Preferred Shares are convertible is calculated as described in (1) above. Based upon the Liquidation Preference and Conversion Price specified in (1) above, 5,544,774 shares of Class A Common Stock were issuable as of June 19, 2020 and June 23, 2020 upon conversion of the 1,678 Series B Preferred Shares held by the Reporting Person. /s/ David J. Matlin 2020-06-23