0000899243-21-028381.txt : 20210714
0000899243-21-028381.hdr.sgml : 20210714
20210714195407
ACCESSION NUMBER: 0000899243-21-028381
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210712
FILED AS OF DATE: 20210714
DATE AS OF CHANGE: 20210714
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wilks Dan H.
CENTRAL INDEX KEY: 0001641792
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38025
FILM NUMBER: 211091387
MAIL ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wilks Staci
CENTRAL INDEX KEY: 0001641796
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38025
FILM NUMBER: 211091386
MAIL ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: THRC Management, LLC
CENTRAL INDEX KEY: 0001834450
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38025
FILM NUMBER: 211091388
BUSINESS ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
BUSINESS PHONE: 8178503600
MAIL ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: THRC Holdings, LP
CENTRAL INDEX KEY: 0001754159
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38025
FILM NUMBER: 211091389
BUSINESS ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
BUSINESS PHONE: 8178503600
MAIL ADDRESS:
STREET 1: 17018 INTERSTATE 20
CITY: CISCO
STATE: TX
ZIP: 76437
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
2021-07-12
0
0001670349
U.S. WELL SERVICES, INC.
USWS
0001754159
THRC Holdings, LP
17018 INTERSTATE 20
CISCO
TX
76437
0
0
1
0
0001834450
THRC Management, LLC
17018 INTERSTATE 20
CISCO
TX
76437
0
0
1
0
0001641792
Wilks Dan H.
17018 INTERSTATE 20
CISCO
TX
76437
0
0
1
0
0001641796
Wilks Staci
17018 INTERSTATE 20
CISCO
TX
76437
0
0
1
0
16.0% Convertible Senior Secured PIK
2021-07-12
4
P
0
2750000
A
Class A Common Stock
2200000
2750000
D
THRC Holdings LP ("Holdings"), a Texas limited partnership, directly holds the securities of the Issuer. THRC Management, LLC ("Management") a Texas limited liability company, as General Partner of Holdings, has exclusive voting and investment power over the shares of Issuer's Common Stock held by Holdings, and therefore, may be deemed to beneficially own such shares. Dan H. Wilks, as sole Manager of Management, together with his spouse, Staci Wilks, who share the same household, may be deemed to exercise voting and investment power over the securities directly owned by Holdings, and therefore, may be deemed to beneficially own such shares. Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.
This Form 4 is being filed to report that, on July 12, 2021, Holdings purchased an aggregate of $2,750,000 in principal amount of 16.0% Convertible Senior Secured (Third Lien) PIK Notes of the Issuer (the "Notes"), that are convertible into shares of Class A Common Stock, pursuant to a Note Purchase Agreement, dated June 24, 2021 (the "Note Purchase Agreement"). The Notes are convertible by Holdings at any time prior to the payment in full of all outstanding principle and interest due under the Notes.
Subject to earlier conversion or redemption in accordance with their terms, the Notes will become due and payable on June 5, 2026 (the "Maturity Date") in a number of shares of Class A Common Stock, determined by dividing (a) the outstanding balance of the principal amount of the Notes (together with the accrued but unpaid interest on the Notes) as of the Maturity Date, by (b) the volume weighted average price of Class A Common Stock for the 20 trading day period immediately preceding the Maturity Date (or in such other manner as determined pursuant to the terms of the Note Purchase Agreement).
All or any portion of the Notes may be converted at the election of the holder thereof at any time into a number of shares of Class A Common Stock, determined by dividing (a) the outstanding balance of the principal amount of the Notes being converted (together with the accrued but unpaid interest thereon) as of the applicable conversion date, by (b) a conversion price of $1.25, which such conversion price is subject to certain anti-dilution adjustments in accordance with its terms.
This number represents the number of shares of Class A Common Stock issuable upon conversion of the Notes if the holder thereof elects to convert the Notes based on the principal amount of the Notes and the conversion price applicable to the Notes.
/s/ Matthew Wilks, as attorney-in-fact
2021-07-14