0001104659-19-010435.txt : 20190225 0001104659-19-010435.hdr.sgml : 20190225 20190225213427 ACCESSION NUMBER: 0001104659-19-010435 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190214 FILED AS OF DATE: 20190225 DATE AS OF CHANGE: 20190225 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LOVOI JOHN CENTRAL INDEX KEY: 0001271502 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38770 FILM NUMBER: 19631443 MAIL ADDRESS: STREET 1: 3505 W SAM HOUSTON PKWY NORTH STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77043 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JVL Advisors, L.L.C. CENTRAL INDEX KEY: 0001571902 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38770 FILM NUMBER: 19631444 BUSINESS ADDRESS: STREET 1: 10,000 MEMORIAL DRIVE STREET 2: SUITE 550 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 713-579-2621 MAIL ADDRESS: STREET 1: 10,000 MEMORIAL DRIVE STREET 2: SUITE 550 CITY: HOUSTON STATE: TX ZIP: 77024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Epsilon Energy Ltd. CENTRAL INDEX KEY: 0001726126 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 16701 GREENSPOINT PARK DRIVE, SUITE 195 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 281-670-0002 MAIL ADDRESS: STREET 1: 16701 GREENSPOINT PARK DRIVE, SUITE 195 CITY: HOUSTON STATE: TX ZIP: 77060 3 1 a3.xml 3 X0206 3 2019-02-14 0 0001726126 Epsilon Energy Ltd. EPSN 0001271502 LOVOI JOHN 3505 W SAM HOUSTON PKWY NORTH SUITE 400 HOUSTON TX 77043 1 0 0 0 0001571902 JVL Advisors, L.L.C. 10,000 MEMORIAL DRIVE SUITE 550 HOUSTON TX 77024 0 0 1 0 Common Shares 5498419 I See Footnote Common Shares 2500 D Option (right to buy) 7.34 Common Shares 10000 D Restricted Stock Grant Common Shares 5000 D Restricted Stock Grant Common Shares 9000 D These shares are owned directly by JVL Advisors, L.L.C. ("JVL"). Mr. Lovoi, as the managing partner of JVL, exercises voting power and dispositive power with respect to the Common Shares held by JVL. The options are fully vested and expire on June 5, 2022. This Restricted Stock Grant will vest in equal parts on December 20, 2019 and December 20, 2020, as long as Mr. Lovoi is still a director of Epsilon at each applicable vesting date. Otherwise, the Restricted Stock Grant will be forfeited. Vesting evenly at each anniversary of the grant date (December 31, 2018) over a three year period, as long as Mr. Lovoi is still a director of Epsilon at each applicable vesting date. Otherwise, the Restricted Stock Grant will be forfeited. Upon vesting, the Restricted Stock Grants convert into Common Shares on a one-for-one basis. /s/ B. Lane Bond as attorney-in-fact 2019-02-25 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints each of B. Lane Bond, Deena Williams, and Tyler Davis, or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

(1)        prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned 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 undersigned, in the undersigned’s capacity as an officer and/or director of Epsilon Energy Ltd. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

(3)        do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID and Forms 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such forms 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, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned 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 undersigned 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 undersigned 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 virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms ID, 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 25 day of February, 2019.

 

 

/s/ John V. Lovoi

 

Signature

 

 

 

Director

 

Title

 

 

 

John V. Lovoi

 

Print Name

 

Signature Page to Power of Attorney

 

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned, on behalf of and in his capacity as the managing partner of JVL Advisors, L.L.C. (the “Filer”), hereby constitutes and appoints each of B. Lane Bond, Deena Williams, and Tyler Davis, or any of them signing singly, and with full power of substitution, the Filer’s true and lawful attorney-in-fact to:

 

(1)        prepare, execute for and on behalf of the Filer, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the Filer 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 Filer, in the Filer’s capacity as a shareholder of Epsilon Energy Ltd. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

(3)        do and perform any and all acts for and on behalf of the Filer which may be necessary or desirable to complete and execute any such Form ID and Forms 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such forms 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, in the best interest of, or legally required by, the Filer, it being understood that the documents executed by such attorney-in-fact on behalf of the Filer 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 Filer 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 undersigned might or could do as the managing partner of the Filer 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 virtue of this power of attorney and the rights and powers herein granted.  The undersigned, on behalf of and in his capacity as the managing partner of the Filer, acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the Filer, are not assuming, nor is the Company assuming, any of the Filer’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the Filer is no longer required to file Forms ID, 3, 4, and 5 with respect to the Filer’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the Filer in a signed writing delivered to the foregoing attorneys-in-fact.

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 25 day of February, 2019.

 

 

JVL ADVISORS, L.L.C.

 

 

 

/s/ John V. Lovoi

 

Signature

 

 

 

 

 

Title

 

 

 

John V. Lovoi

 

Print Name

 

Signature Page to Power of Attorney