Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
*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).
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page
2 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
THE K2 Principal Fund,
L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 3 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
K2 GenPar L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 4 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
K2 GENPAR 2009 Inc.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario, CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 5 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
Daniel Gosselin
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
IN
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 6 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
SHAWN KIMEL INVESTMENTS, INC.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
ONTARIO, CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 7 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSONS
K2 & ASSOCIATES INVESTMENT MANAGEMENT INC.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
ONTARIO, CANADA
|
|
NUMBER OF SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH
|
5
|
SOLE VOTING POWER
-0-
|
|
6
|
SHARED VOTING POWER
599,735
|
|
7
|
SOLE DISPOSITIVE POWER
-0-
|
|
8
|
SHARED DISPOSITIVE POWER
599,735
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
599,735
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.70%
|
|
12
|
TYPE OF REPORTING PERSON
CO
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page
8 of 13 Pages
|
|
|
Item 1(a).
|
Name of Issuer:
|
The name of the issuer is NATIONAL ENERGY SERVICES REUNITED CORP.
|
|
Item 1(b).
|
Address of Issuer's Principal Executive Offices:
|
The Company's principal executive offices are located at 777 Post Oak Blvd., Suite 730 Houston, Texas 77056
|
|
Item 2(a).
|
Name of Person Filing:
|
The persons filing this statement are Daniel Gosselin (“Gosselin“),Shawn Kimel Investments, Inc., an Ontario corporation (“SKI“), The K2 Principal Fund, L.P., an Ontario limited partnership (the “Fund“), K2 GenPar L.P., an Ontario limited partnership (the “GP“), K2 GenPar 2009 Inc., an Ontario corporation (“GenPar 2009“), and K2 & Associates Investment Management Inc., an Ontario corporation (“K2 & Associates,“ and together with Gosselin, SKI, the Fund, the GP and GenPar 2009, the “Reporting Persons“).
Mr. Gosselin is president of each of SKI, the GP, GenPar 2009 and K2 & Associates. The GP is the general partner of the Fund, and GenPar 2009 is the general partner of the GP. GenPar 2009 is a direct wholly-owned subsidiary of SKI. K2 & Associates is a direct 66.5% owned subsidiary of SKI, and is the investment manager of the Fund
|
|
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 2 Bloor St West, Suite 801, Toronto, Ontario, M4W 3E2
Mr. Gosselin is a citizen of Canada.
Each of the Fund and the GP is an Ontario limited partnership.
Each of SKI and GenPar 2009 and K2 & Associates is an Ontario corporation.
|
|
Item 2(d).
|
Title of Class of Securities:
|
Common Stock
G6375R107
|
|
Item 3.
|
If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing
is a:
|
|
|
(a)
|
¨
Broker or dealer registered under
Section 15 of the Act (15 U.S.C. 78o);
|
|
|
(b)
|
¨
Bank as defined in Section 3(a)(6)
of the Act (15 U.S.C. 78c);
|
|
|
(c)
|
¨
Insurance company defined in Section
3(a)(19) of the Act (15 U.S.C. 78c);
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 9 of 13 Pages
|
|
|
(d)
|
¨
Investment company registered under
Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
|
|
(e)
|
¨
An investment adviser in accordance
with § 240.13d-1(b)(1)(ii)(E);
|
|
|
(f)
|
¨
An employee benefit plan
or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
|
|
(g)
|
¨
A parent holding company or control
person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
|
|
(h)
|
¨
A savings association as defined
in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
|
|
(i)
|
¨
A church plan that is excluded
from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
|
|
|
(j)
|
¨
A non-U.S. institution in accordance
with § 240.13d-1(b)(1)(ii)(J);
|
|
|
(k)
|
¨
Group, in accordance with §
240.13d-1(b)(1)(ii)(K).
|
If filing as a non-U.S. institution in accordance
with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:________________.
Item 4.
Ownership:
Provide the following information regarding
the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
The K2 Principal Fund, L.P.
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
K2 GenPar L.P.
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
K2 GenPar 2009 Inc.
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 10 of 13 Pages
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
Daniel Gosselin
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
SHAWN KIMEL INVESTMENTS, INC.
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
K2 & Associates Investment Management Inc..
|
(a)
|
Amount beneficially owned:
|
599,735
|
|
(b)
|
Percent of class:
|
0.70%
|
|
(c)
|
Number of shares as to which the person has:
|
|
|
(i)
|
Sole power to vote or direct the vote:
|
0
|
|
|
(ii)
|
Shared power to vote or direct the vote:
|
599,735
|
|
|
(iii)
|
Sole power to dispose or direct the disposition of:
|
0
|
|
|
(iv)
|
Shared power to dispose or direct the disposition of:
|
599,735
|
599,735 Common Stock held of record (and may be deemed to be beneficially owned) by The K2 Principal Fund, L.P. See Item 2(a) above for a description of the corporate structure of the Reporting Persons. Each of the Reporting Persons may be deemed to be beneficial owners of the 599,735 shares of the Issuer's Common Stock that are held by The K2 Principal Fund, L.P. Mr. Daniel Gosselin is president of each of SKI, the GP, GenPar 2009 and K2 and Associates, and exercises ultimate voting and investment powers over the 599,735 shares of the Issuer's Units that are held of record by The K2 Principal Fund, L.P
The percentages used in this Schedule 13G are calculated based upon 85,862,770 ordinary shares issued and outstanding as of November 08 ,2018, as reported in the companies 6K filed with the SEC on November 08 ,2018.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement
is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more
than five percent of the class of securities, check the following
x
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.
Not applicable.
Item 8. Identification
and Classification of Members of the Group.
Not applicable.
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 11 of 13 Pages
|
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.
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 12 of 13
Pages
|
SIGNATURE
After reasonable inquiry and to the best
of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2019
|
|
THE K2 PRINCIPAL FUND, L.P.
|
|
|
|
|
|
|
By:
|
K2 GENPAR L.P., its General Partner
|
|
|
|
|
|
|
By:
|
K2 GENPAR 2009 INC., its General Partner
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
K2 GENPAR, L.P.
|
|
|
|
|
|
By: K2 GENPAR 2009 INC., its General Partner
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
K2
GENPAR 2009
INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
SHAWN KIMEL INVESTMENTS, INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
K2 & ASSOCIATES INVESTMENT MANAGEMENT INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
/s/ Daniel Gosselin
|
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of this filing person), evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001).
|
CUSIP No.
G6375R107
|
Schedule 13G
|
Page 13 of 13 Pages
|
Exhibit 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:
February 13, 2019
|
|
THE K2 PRINCIPAL FUND, L.P.
|
|
|
|
|
|
|
By:
|
K2 GENPAR L.P., its General Partner
|
|
|
|
|
|
|
By:
|
K2 GENPAR 2009 INC., its General Partner
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
K2 GENPAR, L.P.
|
|
|
|
|
|
By: K2 GENPAR 2009 INC., its General Partner
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
K2
GENPAR 2009
INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
SHAWN KIMEL INVESTMENTS, INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
|
|
|
|
/s/ Daniel Gosselin
|
|
|
K2 & ASSOCIATES INVESTMENT MANAGEMENT INC.
|
|
|
|
|
|
|
By:
|
/s/ Daniel Gosselin
|
|
|
|
Daniel Gosselin
|
|
|
|
President
|
|
|
|
|
|
|
|
|
|
|
/s/ Daniel Gosselin
|
|
|
Daniel Gosselin, in his individual capacity
|