0001213900-18-000841.txt : 20180125 0001213900-18-000841.hdr.sgml : 20180125 20180124203315 ACCESSION NUMBER: 0001213900-18-000841 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20180125 DATE AS OF CHANGE: 20180124 GROUP MEMBERS: CHARLES S. LEYKUM GROUP MEMBERS: SENTINEL MANAGEMENT HOLDINGS, LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sentinel Energy Services Inc. CENTRAL INDEX KEY: 0001709768 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 981370747 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-90176 FILM NUMBER: 18546463 BUSINESS ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3850 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (281) 407-0686 MAIL ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3850 CITY: HOUSTON STATE: TX ZIP: 77002 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CSL Sentinel Holdings, LLC CENTRAL INDEX KEY: 0001722076 IRS NUMBER: 822831297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3850 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: (281) 407-0686 MAIL ADDRESS: STREET 1: 1000 LOUISIANA STREET STREET 2: SUITE 3850 CITY: HOUSTON STATE: TX ZIP: 77002 SC 13G 1 sc13g0118csl_sentinelenergy.htm SCHEDULE 13G

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. __)*

 

 

 

SENTINEL ENERGY SERVICES INC.

(Name of Issuer)

 

 

 

Class A Ordinary Shares, par value $0.0001 per share
(Title of Class of Securities)

 

G8062D 102
(CUSIP Number)

 

December 31, 2017
(Date of Event Which Requires Filing of this Statement)

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐    Rule 13d-1(b)

☐    Rule 13d-1(c)

☒    Rule 13d-1(d)

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

1

NAME OF REPORTING PERSON

 

Charles S. Leykum

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a): p

(b): ý

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States of America

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

8,587,500

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

8,587,500

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

8,587,500

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

o

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

19.9% (1)

12

TYPE OF REPORTING PERSON

 

IN

       

 

(1) The percentage set forth in Row 11 of this Cover Page is based on the 34,500,000 shares of Class A Ordinary Shares (as defined herein) of the Issuer (as defined herein) outstanding as of November 9, 2017, as reported in the Issuer’s Form 8-K filed with the Securities and Exchange Commission on November 14, 2017.

2 

 

 

 

1

NAME OF REPORTING PERSON

 

CSL Sentinel Holdings, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a): ☐

(b): ☒

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES BENEFICIALLY OWNED BY

EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

8,587,500

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

8,587,500

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

8,587,500

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

19.9% (1)

12

TYPE OF REPORTING PERSON

 

OO

       

(1) The percentage set forth in Row 11 of this Cover Page is based on the 34,500,000 shares of Class A Ordinary Shares (as defined herein) of the Issuer (as defined herein) outstanding as of November 9, 2017, as reported in the Issuer’s Form 8-K filed with the Securities and Exchange Commission on November 14, 2017.

 

3 

 

 

1

NAME OF REPORTING PERSON

 

Sentinel Management Holdings, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a): ☐

(b): ☒

3

SEC USE ONLY

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware

NUMBER OF

SHARES BENEFICIALLY OWNED BY

EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

 

0

6

SHARED VOTING POWER

 

8,587,500

7

SOLE DISPOSITIVE POWER

 

0

8

SHARED DISPOSITIVE POWER

 

8,587,500

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

8,587,500

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

19.9% (1)

12

TYPE OF REPORTING PERSON

 

OO

       

(1) The percentage set forth in Row 11 of this Cover Page is based on the 34,500,000 shares of Class A Ordinary Shares (as defined herein) of the Issuer (as defined herein) outstanding as of November 9, 2017, as reported in the Issuer’s Form 8-K filed with the Securities and Exchange Commission on November 14, 2017.

 

4 

 

 

Item 1(a).NAME OF ISSUER

 

Sentinel Energy Services Inc. (the “Issuer”)

 

Item 1(b).ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES

 

1000 Louisiana Street, Suite 3850, Houston, TX 77002

 

Item 2(a).NAME OF PERSON FILING

 

This Schedule 13G is being jointly filed, pursuant to a Joint Filing Agreement attached hereto as Exhibit 99.1, by the following entities and persons, all of whom are together referred to herein as the “Reporting Persons”:

 

(i)Charles S. Leykum

 

(ii)CSL Sentinel Holdings, LLC

 

(iii)Sentinel Management Holdings, LLC

 

Charles S. Leykum is the manager of CSL Sentinel Holdings, LLC, which is the managing member of Sentinel Management Holdings, LLC, which is the record holder of the shares of Class A Ordinary Shares reported herein.

 

Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information furnished by another Reporting Person. Pursuant to Rule 13d-4 of the Securities Exchange Act of 1934, as amended, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) and/or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this schedule held by any other person and such beneficial ownership is expressly disclaimed.

 

Item 2(b).ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE

 

The address of the principal business office of each of the Reporting Persons is 1000 Louisiana Street, Suite 3850, Houston, TX, 77002.

 

Item 2(c).CITIZENSHIP

 

(i)Charles S. Leykum — United States

 

(ii)CSL Sentinel Holdings, LLC — Delaware

 

(iii)Sentinel Management Holdings, LLC — Delaware

 

Item 2(d).TITLE OF CLASS OF SECURITIES

 

Class A Ordinary Shares, par value $0.0001 per share (the “Class A Ordinary Shares”)

 

Item 2(e).CUSIP NUMBER

 

The CUSIP number of the Class A Ordinary Shares is G8062D 102.

 

Item 3.IF THIS STATEMENT IS FILED PURSUANT TO Rules 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:

 

Not applicable.

 

Item 4.OWNERSHIP.

 

The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.

 

The percentages used in this Schedule 13G are calculated based upon the 34,500,000 Class A Ordinary Shares reported to be outstanding in the Issuer’s Prospectus filed pursuant to Rule 424(b)(4), filed with the Securities and Exchange Commission on November 6, 2017 after giving effect to the completion of the offering, as described therein.

 

5 

 

 

Item 5.OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 

Not applicable.

 

Item 6.OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

 

Not applicable.

 

Item 7.IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON

 

Not applicable.

 

Item 8.IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

 

Not applicable.

 

Item 9.NOTICE OF DISSOLUTION OF GROUP

 

Not applicable.

 

Item 10.CERTIFICATION

 

Each of the Reporting Persons hereby makes the following certification:

 

By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

6 

 

 

SIGNATURES

 

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

DATE: January 24, 2018

 

CSL SENTINEL HOLDINGS, LLC 
   
 

/s/ Charles S. Leykum

  Name: Charles S. Leykum
  Title:   Manager
   
   
  SENTINEL MANAGEMENT HOLDINGS, LLC
   
 

/s/ Krishna Shivram

  Name: Krishna Shivram
  Title:   Chief Executive Officer   
   
   
  CHARLES S. LEYKUM
   
  /s/ Charles S. Leykum
  Charles S. Leykum

 

 

7 

 

EX-99.1 2 sc13g0118csl_ex99-1sentinel.htm JOINT FILING AGREEMENT

Exhibit 99.1

 

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

 

DATE: January 24, 2018

 

 

  CSL SENTINEL HOLDINGS, LLC
   
  /s/ Charles S. Leykum
  Name: Charles S. Leykum
  Title:   Manager
   
   
  SENTINEL MANAGEMENT HOLDINGS, LLC
   
  /d/ Krishna Shivram
  Name: Krishna Shivram 
  Title:   Chief Executive Officer   
   
   
  CHARLES S. LEYKUM
   
  /s/ Charles S. Leykum
  Charles S. Leykum