0000899243-22-010847.txt : 20220314
0000899243-22-010847.hdr.sgml : 20220314
20220314153318
ACCESSION NUMBER: 0000899243-22-010847
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220301
FILED AS OF DATE: 20220314
DATE AS OF CHANGE: 20220314
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: 22736381
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: 22736380
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: 22736382
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: 22736383
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
2022-03-01
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
Warrants (right to buy)
2022-03-01
4
P
0
6976744
A
Class A Common Stock
6976744
D
Reflects the issuance by the Issuer of 6,976,744 warrants ("Warrants") exercisable for shares of Class A Common Stock of the Issuer, par value $0.0001 per share ("Class A Common Stock"), to THRC Holdings, LP, a Texas limited partnership ("THRC Holdings"), on March 1, 2022 in connection with the entry into that certain Joinder to Senior Secured Term Loan Agreement dated March 1, 2022 and the extension of a $10 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 $1.10 per share, subject to adjustment. All or any portion of the Warrants issued pursuant to the Warrant Agreement may be exercised by THRC Holdings 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 THRC Holdings, 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 6,976,744 shares of Class A Common Stock, subject to adjustment.
The Warrants are directly owned by THRC Holdings. THRC Management, LLC, a Texas limited liability company ("THRC Management"), as General Partner of THRC Holdings, has exclusive voting and investment power over securities beneficially owned by THRC Holdings, and therefore may be deemed to share beneficial ownership of such securities. Dan H. Wilks, as sole Manager of THRC Management, together with his Spouse, Staci Wilks, who share the same household, may be deemed to exercise voting and investment control over securities beneficially owned by THRC Holdings, and therefore may be deemed to share beneficial ownership of such securities. 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.
/s/ Matthew Wilks, Attorney-in-Fact
2022-03-14