0001209191-22-016128.txt : 20220304
0001209191-22-016128.hdr.sgml : 20220304
20220304115311
ACCESSION NUMBER: 0001209191-22-016128
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20220302
FILED AS OF DATE: 20220304
DATE AS OF CHANGE: 20220304
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: 22712955
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
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-03-02
0
0001670349
U.S. WELL SERVICES, INC.
USWS
0001251956
MATLIN DAVID J
1360 POST OAK BOULEVARD, SUITE 1800
HOUSTON
TX
77056
1
0
0
0
Warrants (right to buy)
2022-03-02
4
A
0
697674
A
Class A Common Stock
697674
D
Reflects the issuance by the Issuer of 697,674 warrants ("Warrants") exercisable for shares of Class A common stock of the Issuer, par value $0.0001 per share ("Class A Common Stock"), to the Reporting Person on March 2, 2022 in connection with the entry into that certain Joinder to Senior Secured Term Loan Agreement
dated March 1, 2022 (the "Joinder to Credit Agreement") and the extension of a $1.5 million term loan to a subsidiary of the Issuer, and pursuant to the applicable Warrant Agreement (the "Warrant Agreement").
In accordance with the Warrant Agreement, the exercise price of the Warrants is $1.29 per share, subject to adjustment for stock splits, combinations, certain distributions or similar events in accordance with the terms of the Warrant Agreement. All or any portion of the Warrants issued pursuant to the Warrant Agreement may be exercised by the Reporting Person at any time prior to expiration in accordance with the terms of the Warrant Agreement. The Warrants expire on March 1, 2028.
Upon exercise by the Reporting Person, pursuant to the Warrant Agreement, the Warrants are required to be net settled in shares of Class A Common Stock, on a cashless basis based on the difference between (i) the volume weighted average price of Class A Common Stock as reported during the ten trading day period ending on the second trading day prior to the date on which the notice of exercise is delivered to the warrant agent and (ii) the then-applicable exercise price, in each case, at the time of exercise.
As a result, the number of shares of Class A Common Stock issuable upon exercise of the Warrants cannot be determined at this time; however, in no event will the Warrants be exercisable for more than 697,674 shares of Class A Common Stock (subject to adjustment for stock splits, combinations, certain distributions or similar events).
/s/ Erin C. Simonson, Attorney-in-Fact
2022-03-04
EX-24
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned, David J. Matlin (the
"Reporting Person"), hereby constitutes and appoints each of Kyle O'Neill and
Erin C. Simonson as the Reporting Person's true and lawful attorney-in-fact to:
(1) prepare, execute in the Reporting Person's name and on the Reporting
Person's behalf, and submit to the United States Securities and Exchange
Commission (the "SEC") a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes, passwords, and passphrases
enabling the Reporting Person to make electronic filings with the SEC of reports
required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or
regulation of the SEC;
(2) execute for and on behalf of the Reporting Person in the Reporting
Person's capacity as an officer or director of U.S. Well Services, Inc. (the
"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the Reporting
Person which may be necessary or desirable to complete and execute any such Form
3, 4 or 5, complete and execute any amendment or amendments thereto, and timely
file such form with the SEC and any stock exchange or similar authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
and in the best interest of, or legally required by, the Reporting Person, it
being understood that the documents executed by such attorney-in-fact on behalf
of the Reporting Person pursuant to this Power of Attorney shall be in such form
and shall contain such terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.
The Reporting Person hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the Reporting
Person might or could do if personally present, with full power of Substitution
or revocation, hereby ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause
to be done by the virtue of this power of attorney and the rights and powers
herein granted. The Reporting Person acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the Reporting
Person, are not assuming, nor is the Company assuming, any of the Reporting
Person's responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
Reporting Person is no longer required to file Forms 3, 4 and 5 with respect to
the Reporting Person's holdings of, and transactions in, securities issued by
the Company, unless earlier revoked by the Reporting Person in a signed writing
delivered to the foregoing attorney-in-fact.
IN WITNESS WHEREOF, the Reporting Person has caused this Power of
Attorney to be executed as of this 20th day of September, 2021.
/s/ David J. Matlin
DAVID J. MATLIN