X0306 4 2020-12-31 0 0000728447 EVO Transportation & Energy Services, Inc. EVOA 0001750183 Antara Capital LP 500 FIFTH AVENUE, SUITE 2320 NEW YORK NY 10110 0 0 1 0 0001789567 Antara Capital Master Fund LP 500 FIFTH AVENUE, SUITE 2320 NEW YORK NY 10110 0 0 1 0 0001789582 Antara Capital GP LLC 500 FIFTH AVENUE, SUITE 2320 NEW YORK NY 10110 0 0 1 0 0001789581 Antara Capital Fund GP LLC 500 FIFTH AVENUE, SUITE 2320 NEW YORK NY 10110 0 0 1 0 0001789562 Gulati Himanshu 500 FIFTH AVENUE, SUITE 2320 NEW YORK NY 10110 0 0 1 0 Warrants to Purchase Common Stock 2.50 2020-12-31 4 S 0 943797 A 2019-09-16 2029-09-16 Common Stock 943797 10331203 I See Footnotes Warrants to Purchase Common Stock 2.50 2020-12-31 4 S 0 3650000 A 2020-02-27 2030-02-27 Common Stock 3650000 6681203 I See Footnotes Warrants to Purchase Common Stock 2.50 2020-12-31 4 S 0 3250000 A 2020-05-29 2030-05-29 Common Stock 3250000 3431203 I See Footnotes Warrants to Purchase Common Stock 2.50 2020-12-31 4 S 0 81203 A 2019-09-16 2029-09-16 Common Stock 81203 3350000 I See Footnotes Warrants to Purchase Common Stock 0.01 2020-12-31 4 P 0 5020030 A 2020-12-31 2024-09-16 Common Stock 5020030 8370030 I See Footnotes Warrants to Purchase Common Stock 0.01 2020-12-31 4 P 0 51970 A 2020-12-31 2024-09-16 Common Stock 51970 8422000 I See Footnotes Warrants to Purchase Common Stock 0.01 2020-12-31 4 P 0 454006 A 2021-01-01 2030-12-31 Common Stock 454006 8876006 I See Footnotes Warrants to Purchase Common Stock 0.01 2020-12-31 4 P 0 30547 A 2021-01-01 2030-12-31 Common Stock 30547 8906553 I See Footnotes This Form 4 is being filed on behalf of (i) Antara Capital Master Fund LP, a Cayman Islands exempted limited partnership ("Antara Master Fund"), (ii) Antara Capital LP, a Delaware limited partnership ("Antara Capital"), (iii) Antara Capital GP LLC, a Delaware limited liability company ("Antara GP"), (iv) Antara Capital Fund GP LLC, a Delaware limited liability company ("Antara Fund GP") and (v) Himanshu Gulati (collectively, the "Reporting Persons"). Antara Capital serves as the investment manager of Antara Master Fund. Antara Fund GP is the general partner of Antara Master Fund and Antara GP is the general partner of Antara Capital. Himanshu Gulati is the sole member of Antara Fund GP and Antara GP. (continued from footnote 1) Each of Antara Capital, Antara GP, Antara Fund GP and Himanshu Gulati may be deemed to indirectly beneficially own Common Stock held directly by the Antara Master Fund and each disclaims beneficial ownership of all such Common Stock except to the extent of any indirect pecuniary interest therein. The warrants are held directly by Antara Master Fund. The total number of derivative securities beneficially owned by the Reporting Persons after the transactions described in this Form 4 consists of (i) 8,558,643 warrants held directly by Antara Master Fund and (ii) 347,910 warrants held by a managed account for which Antara Capital serves as investment manager (the "Managed Fund"). The Reporting Persons disclaim beneficial ownership of warrants held by the Managed Fund except to the extent of the Reporting Persons' pecuniary interest therein. On December 31, 2020, EVO Transportation & Energy Services, Inc. ("EVO") and Antara Master Fund entered into a Warrant Exchange Agreement (the "Antara Exchange Agreement"), pursuant to which Antara Master Fund exchanged certain warrants to purchase, in the aggregate, 7,843,797 shares of Common Stock with an exercise price of $2.50 per share for warrants to purchase 5,020,030 shares of Common Stock at an exercise price of $0.01. The Antara Exchange Agreement was entered into pursuant to the terms of the Second Amendment to Forbearance Agreement and Omnibus Amendment to Loan Documents, dated as of October 20, 2020 (the "Omnibus Amendment"), by and among EVO, each subsidiary of EVO, various lenders under the loan documents and Cortland Capital Market Services LLC, as administrative agent and collateral agent. On December 31, 2020, EVO and the Managed Fund entered into a Warrant Exchange Agreement (the "Managed Fund Exchange Agreement") pursuant to which the Managed Fund exchanged a warrants to purchase 81,203 shares of Common Stock with an exercise price of $2.50 per share for warrants to purchase 51,970 shares of Common Stock at an exercise price of $0.01. The Managed Fund Exchange Agreement was entered into pursuant to the terms of the Omnibus Amendment. The warrants were issued pursuant to the terms of the Omnibus Amendment. This report shall not be deemed an admission that the Reporting Persons, or any other person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. ANTARA CAPITAL MASTER FUND LP, By: Antara Capital LP, not in its individual corporate capacity, but solely as Investment Advisor and agent, By: Antara Capital GP LLC, its general partner,By: /s/ Himanshu Gulati,Name: Himanshu Gulati,Title: Managing Member 2021-01-25 ANTARA CAPITAL LP, By: Antara Capital GP LLC, its general partner, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 2021-01-25 ANTARA CAPITAL GP LLC, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 2021-01-25 ANTARA CAPITAL FUND GP LLC, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 2021-01-25 By: /s/ Himanshu Gulati, Himanshu Gulati, an individual 2021-01-25