0000899243-21-003179.txt : 20210125
0000899243-21-003179.hdr.sgml : 20210125
20210125165743
ACCESSION NUMBER: 0000899243-21-003179
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201231
FILED AS OF DATE: 20210125
DATE AS OF CHANGE: 20210125
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gulati Himanshu
CENTRAL INDEX KEY: 0001789562
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54218
FILM NUMBER: 21550516
MAIL ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Antara Capital Fund GP LLC
CENTRAL INDEX KEY: 0001789581
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54218
FILM NUMBER: 21550517
BUSINESS ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
BUSINESS PHONE: 646-762-8580
MAIL ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Antara Capital GP LLC
CENTRAL INDEX KEY: 0001789582
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54218
FILM NUMBER: 21550518
BUSINESS ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
BUSINESS PHONE: 646-762-8580
MAIL ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Antara Capital Master Fund LP
CENTRAL INDEX KEY: 0001789567
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54218
FILM NUMBER: 21550519
BUSINESS ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
BUSINESS PHONE: 646-762-8580
MAIL ADDRESS:
STREET 1: 500 FIFTH AVENUE
STREET 2: SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Antara Capital LP
CENTRAL INDEX KEY: 0001750183
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-54218
FILM NUMBER: 21550520
BUSINESS ADDRESS:
STREET 1: 500 FIFTH AVENUE, SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
BUSINESS PHONE: 646-762-8580
MAIL ADDRESS:
STREET 1: 500 FIFTH AVENUE, SUITE 2320
CITY: NEW YORK
STATE: NY
ZIP: 10110
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EVO Transportation & Energy Services, Inc.
CENTRAL INDEX KEY: 0000728447
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500]
IRS NUMBER: 371615850
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2075 WEST PINNACLE PEAK RD. SUITE 130
CITY: PHOENIX
STATE: AZ
ZIP: 85027
BUSINESS PHONE: 877-973-9191
MAIL ADDRESS:
STREET 1: 2075 WEST PINNACLE PEAK RD. SUITE 130
CITY: PHOENIX
STATE: AZ
ZIP: 85027
FORMER COMPANY:
FORMER CONFORMED NAME: MINN SHARES INC
DATE OF NAME CHANGE: 19830922
4
1
doc4.xml
FORM 4 SUBMISSION
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