Sec Form 3 Filing - Antara Capital LP @ EVO Transportation & Energy Services, Inc. - 2019-09-16

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Antara Capital LP
2. Issuer Name and Ticker or Trading Symbol
EVO Transportation & Energy Services, Inc. [ EVOA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks; See Footnote(1,2)
(Last) (First) (Middle)
500 FIFTH AVENUE, SUITE 2320
3. Date of Earliest Transaction (MM/DD/YY)
09/16/2019
(Street)
NEW YORK, NY10110
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants to Purchase Common Stock $ 0.01 09/16/2019 09/16/2024 Common Stock 3,084,607 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 5 )
Warrants to Purchase Common Stock $ 0.01 09/16/2019 09/16/2024 Common Stock 265,393 I See footnotes ( 1 ) ( 2 ) ( 4 ) ( 5 )
Warrants to Purchase Common Stock $ 2.5 09/16/2019 09/16/2029 Common Stock 819,492 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 5 )
Warrants to Purchase Common Stock $ 2.5 09/16/2019 09/16/2029 Common Stock 70,508 I See footnotes ( 1 ) ( 2 ) ( 4 ) ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Antara Capital LP
500 FIFTH AVENUE, SUITE 2320
NEW YORK, NY10110
X X See Remarks; See Footnote(1,2)
Antara Capital Master Fund LP
500 FIFTH AVENUE, SUITE 2320
NEW YORK, NY10110
X X See Remarks; See Footnote(1,2)
Antara Capital GP LLC
500 FIFTH AVENUE, SUITE 2320
NEW YORK, NY10110
X X See Remarks; See Footnote(1,2)
Antara Capital Fund GP LLC
500 FIFTH AVENUE, SUITE 2320
NEW YORK, NY10110
X X See Remarks; See Footnote(1,2)
Gulati Himanshu
500 FIFTH AVENUE, SUITE 2320
NEW YORK, NY10110
X X See Remarks; See Footnote(1,2)
Signatures
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 09/27/2019
Signature of Reporting Person Date
ANTARA CAPITAL LP, By: Antara Capital GP LLC, its general partner, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 09/27/2019
Signature of Reporting Person Date
ANTARA CAPITAL GP LLC, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 09/27/2019
Signature of Reporting Person Date
ANTARA CAPITAL FUND GP LLC, By: /s/ Himanshu Gulati, Name: Himanshu Gulati, Title: Managing Member 09/27/2019
Signature of Reporting Person Date
By: /s/ Himanshu Gulati, Himanshu Gulati, an individual 09/27/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 3 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").
( 2 )(Continued from footnote 1) 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. 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.
( 3 )The warrants are held directly by Antara Master Fund.
( 4 )The warrants are held by a managed account for which Antara Capital serves as investment manager. The Reporting Persons disclaim beneficial ownership of these warrants except to the extent of the Reporting Persons' pecuniary interest therein.
( 5 )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.

Remarks:
Pursuant to the terms of the Director Nomination Agreement, dated September 16, 2019, between EVO and Antara Master Fund, Antara Master Fund has the contractual right to designate one member of the EVO Board. Antara Master Fund has designated Himanshu Gulati to serve on the EVO Board. Mr. Gulati is the sole member of Antara GP and Antara Fund GP. By virtue of Mr. Gulati's representation on the EVO Board, solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Reporting Persons may be deemed to be directors-by-deputization.Himanshu Gulati serves as a director on the board of directors of EVO Transportation & Energy Services, Inc. ("EVO") (the "Board").

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