UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2020~~2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-38271

SENTINEL ENERGY SERVICES INC.

(Exact name of registrant as specified in its charter)

Delaware		98-1370747
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

700 Louisiana Street, Suite 2700 Houston, Texas		77002
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number: (281) 407-0686

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Title of Each Class: ~~Class A Common Stock, par value $0.0001 per share Warrants to purchase one share of Class A Common Stock Units, each consisting of one share of Class A Common Stock and one-third of one Warrant~~

Class A Common Stock, par value $0.0001 per share

Warrants to purchase one share of Class A Common Stock

Units, each consisting of one share of Class A Common Stock and one-third of one Warrant

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

The aggregate market value of the common stock held by non-affiliates of the registrant, computed as of June 30, ~~2020~~2021 (the last business day of the registrant’s most recently completed second fiscal quarter) based on the last sale price was approximately $562,500.

As of ~~March~~April 3115, ~~2021~~2022, ~~550~~554,~~911~~411 shares of Class A common stock, par value $0.0001 per share and 862,500 shares of Class B common stock, par value $0.0001 per share were issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None.

TABLE OF CONTENTS

Cautionary Note Regarding Forward-Looking Statements	~~iii~~	iii
PART I	1	1
Item 1. Business	1
Item 1.	Business	1
Item 1A. Risk Factors	3
Item 1A.	Risk Factors	3
Item 1B. Unresolved Staff Comments	7
Item 1B.	Unresolved Staff Comments	6
Item 2. Properties	7
Item 2.	Properties	6
Item 3. Legal Proceedings	7
Item 3.	Legal Proceedings	6
Item 4. Mine Safety Disclosures	7
Item 4.	Mine Safety Disclosures	6
PART II	8	7
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	8
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	7
Item 6. Selected Financial Data	8
Item 6.	[Reserved]	7
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations	9
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Item 7A. Quantitative and Qualitative Disclosures about Market Risk	11
Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	10
Item 8. Financial Statements and Supplementary Data	F-1
Item 8.	Financial Statements and Supplementary Data	F-1
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	12
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	11
Item 9A. Controls and Procedures.	12
Item 9A.	Controls and Procedures.	11
Item 9B. Other Information	12
Item 9B.	Other Information	11
PART III	13
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	11
Item 10. Directors, Executive Officers and Corporate Governance	13
PART III		12
Item 11. Executive Compensation	15
Item 10.	Directors, Executive Officers and Corporate Governance	12
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	15
Item 11.	Executive Compensation	14
Item 13. Certain Relationships and Related Transactions, and Director Independence	16
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	15
Item 14. Principal Accountant Fees and Services.	18
Item 13.	Certain Relationships and Related Transactions, and Director Independence	15
PART IV	18
Item 14.	Principal Accountant Fees and Services.	17
Item 15. Exhibits, Financial Statement Schedules	18
PART IV		19
Item 15.	Exhibits, Financial Statement Schedules	19

Unless otherwise stated in this Annual Report on Form 10-K (this “Annual Report”), references to:

●

“we,” “us,” “company,” “Sentinel,” “Company” or “our company” are to Sentinel Energy Services Inc.;

●

“common stock” are to our Class A common stock and Class B common stock, collectively;

●

“CSL” are to CSL Capital Management, L.P., an SEC-registered private equity firm headquartered in Houston, Texas;

●

“DGCL” are to the General Corporation Law of the State of Delaware as the same may be amended from time to time;

●

“Domestication” are to the Company’s change of jurisdiction from the Cayman Islands to the State of Delaware on December 28, 2018;

●

“Founder Shares” are to our Class B common stock, 862,500 of which are currently outstanding;

●

“management” or our “management team” are to our executive officers and directors;

●

“Private Placement Warrants” are to the warrants issued to our Sponsor in a private placement simultaneously with the closing of the Public Offering;

● “Public Offering” are the ~~the~~ Company’s initial public offering;

●

“Public Shares” are to our shares of Class A common stock, par value $0.0001, initially sold as part of the Units in the Public Offering. As a result of the Domestication, each of our issued and outstanding Class A ordinary shares automatically converted by operation of law into one share of Class A common stock of the Company;

●

“public stockholders” are to the holders of the Public Shares;

●

“Public Warrants” are to warrants exercising to purchase one share of Class A Common stock, one third one such Public Warrant which was included in each Unit sold as part of the Public Offering;

●

“Units” are to those units of the Company sold in the Public Offering which consisted of (A) one Public Share and (B) one-third of one Public Warrant; and

●

“Sponsor” are to Sentinel Management Holdings, LLC, a Delaware limited liability company;

Cautionary Note Regarding Forward-Looking Statements

This Annual Report on Form 10-K (this “Annual Report”), including, without limitation, statements under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Our forward-looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “look,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. There can be no assurance that actual results will not materially differ from expectations. Such statements include, but are not limited to, any statements relating to our ability to consummate any acquisition or other business combination and any other statements that are not statements of current or historical facts. These statements are based on management’s current expectations, but actual results may differ materially due to various factors, including, but not limited to:

●

our inability to complete our initial business combination;

● the lack of a market for our securities; or

● the Trust Account (defined below) not being subject to claims of third parties; or

●

our financial performance.

The forward-looking statements contained in this Annual Report are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors”. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. These risks and others described under “Risk Factors” may not be exhaustive.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, and developments in the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this Annual Report. In addition, even if our results or operations, financial condition and liquidity, and developments in the industry in which we operate are consistent with the forward-looking statements contained in this Annual Report, those results or developments may not be indicative of results or developments in subsequent periods.

iii

PART I

Item 1. Business

Introduction

Sentinel Energy Services Inc. (the “Company”) was formed as a blank check company for the purpose of effecting a merger, amalgamation, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The Company is also a “smaller reporting company” as defined in the Exchange Act.

The Company was incorporated on June 5, 2017 in the Cayman Islands. On December 28, 2018, the Company changed its jurisdiction of incorporation (the “Domestication”) from the Cayman Islands (“Sentinel Cayman”) to the State of Delaware (“Sentinel Delaware”) and continued to be named Sentinel Energy Services Inc. As a result of the Domestication, the securities of Sentinel Cayman converted into securities of Sentinel Delaware, such that Sentinel Cayman’s issued and outstanding Class A ordinary shares (the “Class A ordinary shares”) and Class B ordinary shares (the “Class B ordinary shares”) automatically converted by operation of law into one share of Class A common stock (“Class A common stock”) and Class B common stock (“Class B common stock”), of Sentinel Delaware, respectively. Similarly, each of Sentinel Cayman’s outstanding units and warrants, automatically converted by operation of law, on a one-for-one basis, into Units (defined below) of Sentinel Delaware and warrants, including the Private Placement Warrants and Public Warrants (each as defined below) to acquire the corresponding number of shares of Class A common stock, respectively. All references to the Company’s capital stock both before and after the Domestication are referred to as shares of “common stock” in this filing.

As of December 31, ~~2020~~2021, the Company has not yet commenced operations. All activity through December 31, ~~2020~~2021 related to (1) the Company’s formation and issuance of the Founder Shares in June 2017, (2) the Public Offering and sale of Private Placement Warrants (each as defined below) which closed in November 2017, (3) the subsequent search for a business combination candidate, including activities in connection with the announced and subsequently terminated proposed business combination with Strike Capital, LLC (“Strike”) and (4) liquidation activities following the Company’s inability to consummate a business combination prior to the November 7, 2019 deadline under the Company’s certificate of incorporation (the “Charter”). The Company has not generated any operating revenues since inception. The Company generated non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Public Offering and sale of Private Placement Warrants until November 2019.

Our management team is led by Andrew Gould, our Chairman, who has more than 42 years’ experience in global energy and related business, and Gerald Cimador, our Chief Financial Officer, who has extensive financial and accounting experience in account and private investment management firms. To date, our efforts have been limited to organizational activities as well as activities related to the Public Offering and sale of Private Placement Warrants, the identification and evaluation of prospective acquisition targets for a business combination, and subsequent liquidation activities.

Offerings and Liquidation

The Company intended to finance its initial business combination with proceeds from Company’s initial public offering (the “Public Offering”) of its units (the “Units”), each of which consisted of (A) one share of the Company’s Class A common stock, par value $0.0001 per share (the “Public Shares”), and (B) one-third of one warrant exercisable to purchase one share of the Company’s Class A common stock (each whole warrant, a “Public Warrant”), and from the Company’s private placement sale of warrants exercisable to purchase one share of Company’s Class A common stock (each, a “Private Placement Warrant”) to Sentinel Management Holdings, LLC (the “Sponsor”).

The Public Offering closing occurred in November 2017 for a total of 34,500,000 Units, including Units issued in connection with the exercise of the underwriters’ overallotment option in the Public Offering, with gross proceeds of $345 million at a price of $10.00 per Unit. The sale of the Private Placement Warrants also closed in November 2017 for a total of 5,933,333 Private Placement Warrants, including an additional issuance to the Sponsor in connection with the exercise of the underwriter’s overallotment option in the Public Offering, with gross proceeds of approximately $8.9 million at a price of $1~~.50 per Private Placement Warrant.~~

Following the Public Offering and sale of the Private Placement Warrants, the Company searched for a business to combine with in a transaction that would generate value for the Company’s stockholders. However, over the same period, the energy sector experienced significant headwinds, which increased the challenges faced by the Company in sourcing a compelling target business. Despite the Company’s best efforts, it was not able to consummate a business combination prior to the November 7, 2019 deadline under its Charter. As a result and in accordance with the Charter, the Company commenced the liquidation of the trust account which had a balance of approximately $355.5 million (the “Trust Account”) following a holdback of approximately $1.35 million for Company’s income tax liability for its fiscal year ended December 31, 2019 and dissolution expenses, and returned the funds held therein to its public stockholders by redeeming all of the Public Shares included in the Units at a price of approximately $10.30 per share on November 18, 2019. The Company subsequently made a final distribution of $1,152,035, or approximately $0.03 per former Public Share, on May 4, 2020 following the Company’s payment of its income tax liability of $259,284 for the fiscal year ended December 31, 2019 and payment of settlement expenses of $100,351 in connection with the distribution. The Trust Account was subsequently closed with no balance remaining.

In addition, during the liquidation period, the Company and the holders of its Public Warrants executed an amendment to the Warrant Agreement, dated as of November 2, 2017, between the Company and Continental Stock Transfer & Trust Company, which automatically converted the Public Warrants into the right to receive $0.02 per whole Public Warrant, payable in cash. In December 2019, the Company paid $225,990 to the holders of the Public Warrants in connection with the conversion. The Sponsor forfeited the Private Placement Warrants as a result of the Company being unable to consummate a business combination prior to the deadline in its Charter.

As of December 31, ~~2020~~2021, there are no Units, Public Shares, Public Warrants or Private Placement Warrants outstanding. Additional shares of Class A common stock have been issued and shares of Class B Common stock remain outstanding. For more information, please see “Item 13. Certain Relationships and Related Transactions, and Director Independence—-Certain Relationships and Related Transactions.”

Employees

We do not anticipate having any employees as we were unable to successfully consummate a business combination. We currently have two officers and may elect additional officers from time to time, including an officer to serve as our Chief Executive Officer. Our officers are not paid for their services to us and we do not expect any such payments as we were unable to successfully consummate a business combination. These individuals are not obligated to devote any specific number of hours to our matters. The amount of time that they will devote in any time period will vary.

Available Information

We are required to file Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q with the Securities and Exchange Commission (the “SEC”) on a regular basis, and are required to disclose certain material events (e.g., changes in corporate control, acquisitions or dispositions of a significant amount of assets other than in the ordinary course of business and bankruptcy) in a Current Report on Form 8-K. The SEC maintains an Internet website that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC. The SEC’s Internet website is located at http://www.sec.gov. In addition, the Company will provide copies of these documents without charge upon request in writing at 700 Louisiana Street, Suite 2700, Houston, Texas 77002 or by telephone at (281) 407-0686. The Company does not have an Internet website.

~~Recent Events~~2

~~On December~~Item ~~30, 2020, Krishna Shivram submitted his resignation as Chief Executive Officer of the Company, effective as of that date~~1A. ~~Mr.~~ ~~Shivram~~Risk ~~remains as a member of the board of directors of the Company.~~Factors

2You should carefully consider all of the following risk factors and all the other information contained in this Annual Report, including the financial statements. If any of the following risks occur, our business, financial condition or results of operations may be materially and adversely affected. The risk factors described below are not necessarily exhaustive and you are encouraged to perform your own investigation with respect to us and our business.

~~Item~~The Nasdaq Capital Market (the “NASDAQ”) ~~1A.~~delisted ~~Risk~~our ~~Factors~~securities from trading on its exchange, which may limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.

~~You should~~Our ~~carefully~~Class ~~consider~~A ~~all~~common ofstock, warrants ~~the following risk factors~~ and ~~all~~units ~~the~~were ~~other~~listed ~~information~~on ~~contained~~NASDAQ inand ~~this~~were ~~Annual~~subsequently ~~Report, including the financial statements~~delisted. IfWe ~~any~~cannot ofassure ~~the~~you ~~following~~that ~~risks occur,~~ our ~~business,~~securities ~~financial~~will ~~condition or results of operations may~~ be ~~materially~~listed ~~and~~on ~~adversely affected. The risk factors described below are not necessarily exhaustive and you are encouraged to~~NASDAQ ~~perform~~in ~~your~~the ~~own investigation with respect to us and our business~~future.

~~The recent~~We ~~COVID-19~~may ~~pandemic~~not ~~and~~have ~~resulting~~sufficient ~~worldwide~~funds ~~economic~~to ~~conditions could adversely affect our business operations, financial~~satisfy ~~condition,~~indemnification ~~results~~claims of ~~operations,~~our directors and ~~cash flows~~officers.

~~Management continues~~We have agreed to ~~evaluate~~indemnify our ~~the~~officers ~~impact~~and ofdirectors to the ~~COVID-19~~fullest ~~pandemic~~extent onpermitted ~~the~~by ~~industry~~law. Accordingly, ~~including~~any ~~consideration~~indemnification ofprovided ~~the~~will ~~timing~~be ofable ~~the~~to ~~development~~be satisfied ~~and~~by ~~distribution~~us ofonly anif ~~effective~~we ~~vaccine~~have sufficient funds or ~~treatments.~~we ~~Management~~consummate ~~has~~an ~~concluded~~initial ~~that~~business ~~while~~combination, itwhich iswe ~~reasonably~~were ~~possible~~unable ~~that~~to do by the deadline in ~~virus~~our ~~could~~Charter. ~~have~~Our aobligation ~~negative~~to ~~effect~~indemnify onour ~~the~~officers ~~Company’s~~and ~~financial~~directors ~~position~~may ~~and~~discourage ~~results~~stockholders offrom ~~its~~bringing ~~operations,~~a ~~the~~lawsuit ~~specific~~against ~~impact~~our officers isor ~~not~~directors ~~readily~~for ~~determinable~~breach asof their fiduciary duties. These provisions also may have the effect of reducing the ~~date~~likelihood of ~~this~~derivative litigation ~~Annual~~against ~~Report~~our orofficers ~~these~~and ~~financial~~directors, ~~statements.~~even ~~The~~though ~~financial~~such ~~statements~~an doaction, ~~not~~if successful, might otherwise benefit us and our stockholders. ~~include~~Furthermore, ~~any~~a ~~adjustments~~stockholder’s ~~that~~investment ~~might~~may ~~result~~be ~~from~~adversely affected to the ~~outcome~~extent we pay the costs of ~~this~~settlement ~~uncertainty~~and damage awards against our officers and directors pursuant to these indemnification provisions.

~~The Nasdaq~~We ~~Capital~~may ~~Market~~file ~~(the~~a ~~“NASDAQ”)~~winding ~~delisted~~up ~~our~~petition ~~securities~~or ~~from~~a ~~trading~~winding up onpetition ~~its~~may ~~exchange~~be filed against us that is not dismissed, ~~which~~and in that case a liquidator may ~~limit~~seek ~~investors’~~to recover the proceeds we distributed ~~ability~~from the Trust Account and the members of our board of directors may be viewed as having breached their fiduciary duties to ~~make~~our ~~transactions~~creditors, thereby inpotentially exposing the members of our ~~securities~~board ~~and~~of ~~subject~~directors and us to ~~additional~~claims ~~trading~~of ~~restrictions~~punitive damages.

~~Our~~We may file a winding up petition ~~Class~~or Aa ~~common~~winding ~~stock,~~up ~~warrants~~petition ~~and~~may ~~units~~be ~~were~~filed ~~listed~~against onus ~~NASDAQ~~that is not dismissed. Any distributions received by stockholders from the Trust Account could be viewed under applicable debtor/creditor and/or ~~were~~insolvency ~~subsequently~~laws ~~delisted~~as a “voidable preference.” WeAs ~~cannot~~a ~~assure~~result, ~~you~~a ~~that~~liquidator could seek to challenge the transaction and recover some or all amounts received by our ~~securities~~stockholders. In addition, our board of directors ~~will~~may be ~~listed~~viewed onas ~~NASDAQ~~having breached its fiduciary duty to our creditors and/or having acted in bad faith, thereby exposing itself and us to claims of punitive damages, by paying public stockholders from the ~~future~~Trust Account prior to addressing the claims of creditors.

WeIf we are deemed to be an investment company ~~may~~under ~~not~~the ~~have~~Investment ~~sufficient~~Company ~~funds~~Act, we may be required to ~~satisfy~~institute ~~indemnification~~burdensome ~~claims~~compliance ofrequirements and our ~~directors~~activities ~~and~~may ~~officers~~be restricted.

~~We have~~If ~~agreed~~we toare ~~indemnify~~deemed ~~our officers and directors~~ to ~~the fullest extent permitted by law. Accordingly, any indemnification provided will~~ be ~~able to be satisfied by us only if we have sufficient funds or we consummate~~ an ~~initial business combination, which we~~ ~~were~~investment ~~unable~~company tounder ~~do by~~ the ~~deadline~~Investment inCompany our Charter. Our obligation to indemnify our officers and directors may discourage stockholders from bringing a lawsuit against our officers or directors for breach of their fiduciary duties. These provisions also may have the effect of reducing the likelihood of derivative litigation against our officers and directorsAct, ~~even though such an action, if successful, might otherwise benefit us and~~ our ~~stockholders.~~activities ~~Furthermore, a stockholder’s investment~~ may be ~~adversely affected~~restricted, ~~to the extent we pay the costs of settlement and damage awards against our officers and directors pursuant to these indemnification provisions.~~including:

~~We may~~● ~~file~~restrictions aon ~~winding up petition or a winding up petition may be filed against us that is not dismissed, and in that case a liquidator may seek to recover~~ the ~~proceeds~~nature ~~we distributed from the Trust Account and the members~~ of our ~~board~~investments; ~~of directors may be viewed as having breached their fiduciary duties to our creditors, thereby potentially exposing the members of our board of directors~~ and ~~us to claims of punitive damages.~~

~~We may~~● ~~file~~restrictions aon ~~winding up petition or a winding up petition may be filed against us that is not dismissed. Any distributions received by stockholders from~~ the ~~Trust~~issuance ~~Account~~of ~~could be viewed under applicable debtor/creditor and/or insolvency laws as a “voidable preference.” As a result~~securities, aeach ~~liquidator could seek to challenge the transaction and recover some or all amounts received by our stockholders. In addition, our board~~ of ~~directors~~which may bemake ~~viewed~~it asdifficult ~~having~~for ~~breached~~us ~~its fiduciary duty~~ to complete our ~~creditors and/or~~business ~~having acted in bad faith~~combination, ~~thereby~~which ~~exposing~~we ~~itself~~were ~~and~~unable us to ~~claims~~do ~~of punitive damages,~~ by ~~paying public stockholders from~~ the ~~Trust~~deadline ~~Account~~in ~~prior~~our ~~to addressing the claims of creditors~~Charter.

~~If we~~In ~~are deemed to be an investment company under the Investment Company Act~~addition, we may behave ~~required~~imposed toupon ~~institute~~us burdensome ~~compliance~~ requirements, ~~and our activities may be restricted.~~including:

~~If we~~● ~~are~~registration ~~deemed~~as ~~to be~~ an investment company ~~under the Investment Company Act, our activities may be restricted, including:~~;

● ~~restrictions~~adoption onof ~~the~~a ~~nature~~specific form of ~~our~~corporate ~~investments~~structure; and

● ~~restrictions~~reporting, onrecord ~~the issuance of securities~~keeping, ~~each of which may make it difficult for us to complete our business combination~~voting, ~~which~~proxy weand ~~were~~disclosure ~~unable~~requirements toand doother byrules ~~the~~and ~~deadline in our Charter~~regulations.

In order not to be regulated ~~addition~~as an investment company under the Investment Company Act, unless we ~~may~~can ~~have~~qualify ~~imposed~~for ~~upon~~an usexclusion, ~~burdensome~~we ~~requirements~~would need to ensure that we are engaged primarily in a business other than investing, ~~including:~~reinvesting or trading of securities and that our activities do not include investing, reinvesting, owning, holding or trading “investment securities” constituting more than 40% of our assets (exclusive of U.S. government securities and cash items) on an unconsolidated basis. Our business would need to identify and complete a business combination and thereafter operate the post-transaction business or assets for the long term. We do not plan to buy businesses or assets with a view to resale or profit from their resale. We do not plan to buy unrelated businesses or assets or to be a passive investor. We were unable to complete a business combination by the deadline in our Charter.

●Changes ~~registration~~in aslaws or regulations, or a failure to comply with any laws and regulations, may adversely affect our business, including our ability to negotiate and complete an ~~investment~~initial business ~~company;~~combination, and results of operations.

●We ~~adoption~~are subject to laws and regulations enacted by national, regional and local governments. In particular, we will be required to comply with certain SEC and other legal requirements. Compliance with, and monitoring of, applicable laws and regulations may be difficult, time consuming and costly. Those laws and regulations and their interpretation and application may also change from time to time and those changes could have a ~~specific~~material adverse ~~form~~effect on our business, investments and results of ~~corporate~~operations. ~~structure;~~In addition, a failure to comply with applicable laws or regulations, as interpreted and applied, could have a material adverse effect on our business. We were unable to complete a business combination by the deadline in our Charter.

●Our ~~reporting,~~stockholders ~~record~~may ~~keeping,~~be ~~voting,~~held ~~proxy~~liable ~~and~~for claims ~~disclosure~~by ~~requirements~~third ~~and~~parties ~~other~~against ~~rules~~us ~~and~~to ~~regulations~~the extent of distributions received by them upon redemption of their shares.

~~In order~~If ~~not~~we toare beforced ~~regulated~~to asenter into an ~~investment~~insolvent ~~company~~liquidation, ~~under~~any ~~the~~distributions ~~Investment~~received ~~Company~~by ~~Act,~~stockholders ~~unless~~could webe ~~can~~viewed ~~qualify~~as ~~for~~ an ~~exclusion,~~unlawful ~~we would~~payment ~~need~~if toit ~~ensure~~was proved that immediately wefollowing ~~are~~the ~~engaged~~date ~~primarily~~on inwhich athe ~~business~~distribution ~~other~~was ~~than investing~~made, ~~reinvesting~~we orwere ~~trading~~unable ofto ~~securities~~pay ~~and that~~ our ~~activities~~debts doas ~~not~~they ~~include~~fall ~~investing,~~due ~~reinvesting,~~in ~~owning,~~the ~~holding~~ordinary ~~or trading “investment securities” constituting~~course ~~more~~of ~~than~~business. ~~40%~~As ofa ~~our~~result, ~~assets~~a ~~(exclusive~~liquidator ofcould ~~U.S.~~seek ~~government~~to ~~securities~~recover ~~and~~some ~~cash~~or ~~items)~~all onamounts anreceived ~~unconsolidated~~by ~~basis~~our stockholders. ~~Our~~Furthermore, ~~business~~our directors ~~would~~may ~~need~~be toviewed ~~identify~~as ~~and~~having ~~complete~~breached atheir ~~business~~fiduciary ~~combination~~duties ~~and~~to ~~thereafter~~us ~~operate~~or ~~the~~our ~~post-transaction~~creditors ~~business~~ and/or ~~assets~~may ~~for the~~have ~~long~~acted ~~term.~~in Webad dofaith, ~~not~~thereby ~~plan~~exposing tothemselves and ~~buy~~our ~~businesses~~company orto ~~assets~~claims, ~~with~~by apaying ~~view~~public tostockholders ~~resale or profit~~ from ~~their~~the ~~resale.~~Trust WeAccount doprior ~~not plan~~ to ~~buy~~ ~~unrelated~~addressing ~~businesses~~the orclaims ~~assets~~of ~~or to be a passive investor~~creditors. We ~~were~~cannot assure ~~unable~~you tothat ~~complete~~claims awill ~~business~~not ~~combination~~be bybrought ~~the~~against ~~deadline in~~us ~~our~~for ~~Charter~~these reasons.

~~Changes in~~We ~~laws~~may ornot ~~regulations,~~hold oran aannual ~~failure~~meeting toof ~~comply with any laws and regulations~~stockholders, which ~~may~~could ~~adversely~~delay ~~affect~~the ~~our~~opportunity ~~business,~~for ~~including~~ our ~~ability~~ stockholders to ~~negotiate~~elect ~~and complete an initial business combination, and results of operations~~directors.

We ~~are~~ ~~subject~~may tonot ~~laws~~hold ~~and~~an ~~regulations~~annual meeting ~~enacted~~of bystockholders ~~national,~~until ~~regional~~after ~~and~~the ~~local~~consummation ~~governments.~~of Inan ~~particular,~~initial webusiness ~~will~~combination, bewhich ~~required~~could ~~to comply~~delay ~~with~~the ~~certain~~opportunity ~~SEC~~for ~~and~~our ~~other~~stockholders to ~~legal~~elect ~~requirements~~directors. ~~Compliance~~There ~~with,~~is ~~and~~no ~~monitoring~~requirement ~~of,~~under ~~applicable~~the ~~laws~~DGCL ~~and~~for ~~regulations~~us ~~may be~~to ~~difficult,~~hold ~~time~~annual ~~consuming~~or ~~and~~general ~~costly~~meetings to elect directors. ~~Those~~Until ~~laws~~we ~~and~~hold an ~~regulations~~annual ~~and~~meeting ~~their~~of ~~interpretation~~stockholders, ~~and~~public ~~application~~stockholders may ~~also~~not ~~change~~be ~~from time~~afforded the opportunity to ~~time~~elect directors and ~~those~~to ~~changes~~discuss ~~could~~company ~~have~~affairs with amanagement. ~~material~~Our ~~adverse~~board ~~effect~~of ondirectors ~~our~~is ~~business,~~divided ~~investments~~into ~~and~~three ~~results~~classes with only one class of ~~operations.~~directors ~~In addition,~~being aelected ~~failure~~in toeach ~~comply~~year ~~with~~and each ~~applicable~~class ~~laws~~(except orfor ~~regulations,~~those asdirectors ~~interpreted~~appointed ~~and~~prior ~~applied,~~to ~~could~~our ~~have~~first aannual ~~material~~meeting ~~adverse~~of ~~effect on~~stockholders) ~~our~~serving ~~business~~a three-year term. We were unable to complete a business combination by the deadline in our Charter, and thus a business combination is unlikely.

~~Our stockholders~~The ~~may~~past beperformance ~~held~~of ~~liable~~CSL, ~~for~~Mr. ~~claims~~Gould, Mr. byShivram ~~third~~and ~~parties~~other ~~against~~members usof toour ~~the~~management ~~extent~~team ofmay ~~distributions~~not ~~received~~be byindicative ~~them~~of ~~upon~~future ~~redemption~~ performance of ~~their~~an ~~shares~~investment in the Company.

IfInformation regarding performance weby, ~~are~~or ~~forced~~businesses toassociated ~~enter~~with, ~~into~~CSL anand ~~insolvent~~its ~~liquidation~~affiliates, ~~any~~Mr. ~~distributions~~Gould, ~~received~~and byMr. ~~stockholders~~Shivram ~~could~~is bepresented ~~viewed~~for asinformational anpurposes ~~unlawful~~only. Past ~~payment~~performance ifby itCSL, ~~was~~Mr. ~~proved~~Gould, ~~that~~Mr. ~~immediately~~Shivram ~~following~~and ~~the~~other ~~date~~members onof ~~which~~our ~~the~~management ~~distribution~~team ~~was~~is ~~made,~~not a guarantee either (i) of success with respect to any business combination we ~~were~~may ~~unable~~consummate or (ii) that we will be able to ~~pay~~locate a suitable candidate for our ~~debts~~initial business combination. asYou ~~they~~should ~~fall~~not ~~due~~rely inon the ~~ordinary~~historical ~~course~~record of ~~business.~~CSL’s Asor, aMr. ~~result~~Gould’s, aMr. ~~liquidator~~Shivram’s ~~could~~or ~~seek~~other tomembers ~~recover~~of ~~some~~our ormanagement team’s ~~all~~performance ~~amounts~~as ~~received by~~indicative of our ~~stockholders.~~future ~~Furthermore,~~performance ~~our~~of ~~directors~~an ~~may~~investment bein ~~viewed~~the ascompany ~~having~~or ~~breached~~the ~~their~~returns ~~fiduciary~~the ~~duties~~company will, or is likely to, usgenerate orgoing forward. None of our ~~creditors and/~~officers or ~~may~~directors have ~~acted~~had inexperience ~~bad~~with ~~faith,~~blank ~~thereby~~check ~~exposing~~companies ~~themselves~~or ~~and~~special ~~our~~purpose acquisition ~~company~~companies toin ~~claims,~~the bypast. ~~paying~~Mr. ~~public~~Shivram ~~stockholders~~resigned ~~from~~ as Chief Executive Officer of the ~~Trust~~Company ~~Account~~effective ~~prior~~as toof ~~addressing~~December 30, 2020, and remains a member of the ~~claims~~board of ~~creditors~~directors of the Company. We ~~cannot~~were ~~assure~~unable ~~you~~to ~~that~~complete ~~claims~~a ~~will~~business ~~not~~combination beby ~~brought~~the ~~against~~deadline usin our Charter, ~~for~~and ~~these~~thus ~~reasons~~a business combination is unlikely.

~~We may not hold an annual meeting of stockholders, which could delay the opportunity for our stockholders to elect directors.~~4

We ~~may~~ ~~not~~are ~~hold~~dependent anupon ~~annual meeting of stockholders until after the consummation of an initial business combination, which could delay the opportunity for~~ our ~~stockholders~~officers toand ~~elect~~ directors~~. There is no requirement under the DGCL for us to hold annual or general meetings to elect directors. Until we hold an annual meeting of stockholders~~, ~~public stockholders may not be afforded the opportunity~~ ~~to elect directors~~ and totheir ~~discuss~~loss ~~company~~could ~~affairs~~adversely ~~with~~affect ~~management. Our board of directors is divided into three classes with only one class of directors being elected in each year and each class (except for those directors appointed prior to~~ our ~~first~~ability ~~annual meeting of stockholders) serving a three-year term. We were unable~~ to ~~complete a business combination by the deadline in our Charter, and thus a business combination is unlikely~~operate.

4Our operations are dependent upon a relatively small group of individuals and, in particular, our officers and directors. We believe that our success depends on the continued service of our officers and directors. In addition, our officers and directors are not required to commit any specified amount of time to our affairs and, accordingly, may have conflicts of interest in allocating their time among various business activities. We do not have an employment agreement with, or key-man insurance on the life of, any of our directors or officers. The unexpected loss of the services of one or more of our directors or officers could have a detrimental effect on us.

~~The past~~Our ~~performance of CSL~~officers, ~~Mr. Gould~~directors, ~~Mr.~~security ~~Shivram~~ holders and ~~other~~their ~~members~~respective ofaffiliates ~~our management team~~ may ~~not~~have becompetitive ~~indicative~~pecuniary ofinterests ~~future~~that ~~performance of~~conflict anwith ~~investment~~our ~~in the Company~~interests.

~~Information regarding~~We ~~performance~~have ~~by,~~not oradopted ~~businesses~~a ~~associated with, CSL and its affiliates, Mr. Gould, and Mr. Shivram is presented for informational~~policy ~~purposes~~that ~~only.~~expressly ~~Past~~prohibits ~~performance~~our ~~by CSL~~directors, ~~Mr. Gould~~officers, ~~Mr.~~security ~~Shivram~~holders ~~and~~or ~~other~~affiliates ~~members~~from ofhaving ~~our~~a ~~management~~direct ~~team~~or isindirect ~~not~~pecuniary aor ~~guarantee either~~financial ~~(i)~~interest ofin ~~success~~any ~~with~~investment ~~respect~~ to ~~any~~be ~~business~~acquired ~~combination we may consummate~~ or ~~(ii)~~disposed ~~that we will be able to locate a suitable candidate for our initial business combination. You should not rely on the historical record~~ of ~~CSL’s~~by ~~or,~~us ~~Mr. Gould’s, Mr. Shivram’s~~ or ~~other~~in ~~members~~any oftransaction ~~our~~to ~~management~~which ~~team’s~~we ~~performance~~are asa ~~indicative~~party ofor ~~our~~have ~~future performance of~~ an ~~investment~~interest. inWe ~~the company~~do ornot ~~the~~have ~~returns~~a ~~the~~policy ~~company~~that ~~will,~~expressly orprohibits isany ~~likely~~such ~~to,~~persons ~~generate~~from ~~going~~engaging ~~forward.~~for ~~None~~their ofown ~~our~~account ~~officers or directors have had experience with blank check companies or special purpose acquisition companies~~ in ~~the~~business ~~past.~~activities ~~Mr. Shivram resigned as Chief Executive Officer~~ of the ~~Company~~types ~~effective~~conducted by asus. ~~of December 30~~Accordingly, ~~2020,~~such ~~and~~persons ~~remains~~or aentities ~~member~~may ofhave ~~the board of directors of the Company. We were unable to complete~~ a ~~business~~conflict ~~combination~~between bytheir ~~the~~interests ~~deadline in our Charter,~~ and ~~thus a business combination is unlikely~~ours.

WeThe holders of the Founder Shares control ~~are~~a ~~dependent~~substantial ~~upon~~interest ~~our~~in ~~officers~~us and ~~directors,~~thus ~~and~~may ~~their~~exert ~~loss~~a ~~could~~substantial ~~adversely~~influence ~~affect~~on ~~our~~actions ~~ability~~requiring toa ~~operate~~stockholder vote, potentially in a manner that you do not support.

~~Our~~The Founder Shares entitle ~~operations~~the ~~are~~holders ~~dependent~~to ~~upon~~elect all of our directors prior to an initial business combination. We were unable to complete a ~~relatively~~business ~~small~~combination by ~~group~~the ofdeadline ~~individuals~~in our Charter, and thus a business combination is unlikely. Holders of Class A common stock will have no right to vote on the election of directors during such time. This provision of our Charter may only be amended by a resolution passed by a majority of at least two-thirds of our common stock entitled to vote on such amendment. As a result, holders of Class A common stock do not have any influence over the election of directors prior to an initial business combination. Accordingly, holders of Founder Shares may exert a substantial influence on actions requiring a stockholder vote, potentially in ~~particular~~a manner that holders of Class A common stock do not support, including amendments to our ~~officers~~Charter and ~~directors~~approval of major corporate transactions. WeIf ~~believe~~the holders of the Founder Shares purchase any additional ~~that~~common ~~our~~stock ~~success~~in ~~depends~~privately onnegotiated transactions, this would increase their control. Neither the ~~continued~~holders ~~service~~of the Founder Shares nor, to our knowledge, any of our officers ~~and~~or directors have any current intention to purchase additional securities, other than in connection with funding our ongoing operations and expenses. In addition, our ~~officers~~board ~~and~~of directors, ~~are~~whose ~~not required~~members towere ~~commit~~elected ~~any~~by ~~specified~~the ~~amount~~ then-holders of ~~time~~the toFounder ~~our~~Shares, ~~affairs~~is and, ~~accordingly~~will be divided into three classes, ~~may~~each ~~have~~of ~~conflicts~~which will generally serve for a term of ~~interest~~three inyears ~~allocating~~with only ~~their~~one ~~time~~class ~~among~~of ~~various~~directors ~~business~~being ~~activities~~elected in each year. We domay not ~~have~~hold an ~~employment~~annual ~~agreement~~meeting ~~with~~of stockholders to elect new directors prior to the completion of a business combination, orin ~~key-man~~which ~~insurance~~case onall of the ~~life~~current directors will continue in office until at least the completion of a business combination. If there is an annual meeting, ~~any~~ as a consequence of our ~~directors~~“staggered” orboard ~~officers.~~of ~~The~~directors, ~~unexpected~~only ~~loss~~a minority of the ~~services~~board of ~~one~~directors orwill ~~more~~be ofconsidered for election and our ~~directors~~Sponsor, orbecause ~~officers~~of ~~could~~its ~~have~~ownership aposition through the Founder Shares, ~~detrimental~~will ~~effect~~have onconsiderable usinfluence regarding the outcome.

~~Our~~We are an emerging growth company within ~~officers~~the meaning of the Securities Act and a smaller reporting company within the meaning of the Exchange Act, ~~directors~~and if we take advantage of certain exemptions from disclosure requirements available to emerging growth companies, ~~security~~this ~~holders~~could ~~and~~make ~~their~~our ~~respective~~securities ~~affiliates~~less attractive to investors and may ~~have~~make ~~competitive~~it ~~pecuniary~~more ~~interests~~difficult ~~that~~to ~~conflict~~compare ~~with~~ our ~~interests~~performance with other public companies.

We ~~have~~ ~~not~~are ~~adopted~~an a“emerging growth ~~policy~~company” ~~that~~within ~~expressly~~the ~~prohibits~~meaning ~~our~~of ~~directors~~the Securities Act, ~~officers~~as modified by the JOBS Act, ~~security~~and ~~holders~~we ormay ~~affiliates~~take ~~from~~advantage ~~having~~of acertain ~~direct~~exemptions orfrom ~~indirect~~various ~~pecuniary~~reporting orrequirements ~~financial~~that ~~interest~~are inapplicable ~~any~~to ~~investment~~other public companies that are not emerging growth companies including, but not limited to, benot ~~acquired~~being orrequired ~~disposed~~to comply with the auditor attestation requirements of bySection us404 orof the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any ~~transaction~~golden toparachute ~~which~~payments not previously weapproved. ~~are~~As a ~~party~~result, orour stockholders may not have anaccess ~~interest~~to certain information they may deem important. We docould ~~not~~be ~~have~~an aemerging ~~policy~~growth company for up to five years, although circumstances could cause us to lose that ~~expressly~~status ~~prohibits~~earlier, ~~any~~including ~~such~~if ~~persons~~the ~~from~~market ~~engaging~~value ~~for~~of ~~their~~our ~~own~~Class ~~account~~A common stock held by non-affiliates exceeds $700 million as of any June 30 before that time, in ~~business~~which ~~activities~~case we would no longer be an emerging growth company as of the ~~types~~following ~~conducted~~December by31. usWe cannot predict whether investors will find our securities less attractive because we will rely on these exemptions. ~~Accordingly~~If some investors find our securities less attractive as a result of our reliance on these exemptions, the ~~such~~trading ~~persons~~prices orof ~~entities~~our securities may ~~have~~be lower than they otherwise would be, there may be a ~~conflict~~less ~~between their~~active ~~interests~~trading market for our securities and ~~ours~~the trading prices of our securities may be more volatile.

The holders of the Founder Shares control a substantial interest in us and thus may exert a substantial influence on actions requiring a stockholder vote, potentially in a manner that you do not support.5

~~The Founder~~Further, ~~Shares~~Section ~~entitle~~102(b)(1) of the ~~holders~~JOBS toAct ~~elect~~exempts ~~all~~emerging ofgrowth ~~our~~companies ~~directors~~from ~~prior~~being required to ancomply ~~initial~~with ~~business~~new ~~combination.~~or Werevised ~~were~~financial ~~unable~~accounting tostandards ~~complete~~until aprivate ~~business~~companies ~~combination~~(that ~~by the deadline in our Charter~~is, ~~and~~those ~~thus~~that ~~a business combination is unlikely. Holders of Class A common stock will~~ have nonot ~~right~~had ~~to vote on the election of directors during such time. This provision of our Charter may only be amended by~~ a ~~resolution~~Securities ~~passed~~Act byregistration astatement ~~majority~~declared ofeffective ator ~~least~~do ~~two-thirds~~not ofhave ~~our common stock entitled to vote on such amendment. As~~ a ~~result,~~class ~~holders~~ of ~~Class~~securities Aregistered ~~common~~under ~~stock not have any influence over~~ the ~~election~~Exchange ofAct) ~~directors~~are ~~prior~~required to ancomply ~~initial~~with ~~business~~the ~~combination. Accordingly,~~new ~~holders~~or ofrevised ~~Founder~~financial ~~Shares~~accounting ~~may~~standards. ~~exert~~The ~~a substantial influence on actions requiring a stockholder vote, potentially~~JOBS inAct aprovides ~~manner~~ that ~~holders~~a ofcompany ~~Class~~can Aelect ~~common stock do not support, including amendments~~ to ~~our~~opt ~~Charter~~out ~~and approval~~ of ~~major corporate transactions. If~~ the ~~holders~~extended oftransition ~~the~~period ~~Founder~~and ~~Shares~~comply ~~purchase~~with ~~any~~the ~~additional~~requirements ~~common~~that ~~stock~~apply into ~~privately negotiated transactions,~~non-emerging ~~this~~growth ~~would~~companies ~~increase~~but ~~their~~any ~~control.~~such ~~Neither~~an ~~the~~election ~~holders of the Founder Shares nor,~~ to ~~our~~opt ~~knowledge,~~out ~~any~~is ofirrevocable. ~~our~~We ~~officers or directors~~ have ~~any~~elected ~~current~~not ~~intention~~ to ~~purchase~~opt ~~additional~~out ~~securities, other than in connection with funding our ongoing operations and expenses. In addition, our board~~ of ~~directors,~~such ~~whose~~extended ~~members~~transition ~~were elected by the then-holders of the Founder Shares~~period, ~~is and will~~ ~~be divided into three classes, each of~~ which ~~will~~means ~~generally~~that ~~serve~~when ~~for~~ a ~~term~~standard ofis ~~three~~issued ~~years~~or ~~with~~revised ~~only~~and ~~one~~it ~~class~~has ofdifferent ~~directors~~application ~~being elected~~dates infor ~~each~~public ~~year.~~or Weprivate ~~may~~companies, ~~not~~we, ~~hold~~as an emerging ~~annual~~growth ~~meeting~~company, ofcan ~~stockholders~~adopt tothe ~~elect~~ new ~~directors~~or ~~prior~~revised tostandard at the ~~completion~~time ofprivate acompanies ~~business combination,~~adopt ~~in which case all of~~ the ~~current~~new ~~directors~~or ~~will~~revised ~~continue~~standard. inThis ~~office~~may make ~~until~~comparison atof ~~least~~our ~~the~~financial ~~completion~~statements ofwith aanother ~~business~~public ~~combination. If~~company ~~there~~which is neither an ~~annual~~emerging ~~meeting,~~growth ascompany anor ~~consequence~~an ofemerging ~~our~~growth company ~~“staggered”~~which ~~board~~has ofopted ~~directors,~~out ~~only a minority~~ of using the ~~board of~~extended ~~directors~~transition ~~will~~period bedifficult ~~considered~~or ~~for~~impossible ~~election and our Sponsor,~~ because of ~~its ownership position through~~ the ~~Founder~~potential ~~Shares,~~differences ~~will~~in accountant ~~have~~standards ~~considerable influence regarding the outcome~~used.

5Similarly, as a smaller reporting company, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “smaller reporting companies,” including, but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements. We may be a smaller reporting company even after we are no longer an “emerging growth company.”

~~We are~~Cyber anincidents ~~emerging~~or ~~growth~~attacks ~~company~~directed ~~within~~at ~~the~~us could ~~meaning~~result ofin ~~the~~information ~~Securities Act and a smaller reporting company within the meaning of the Exchange Act~~theft, ~~and~~data ~~if we take advantage of certain exemptions from disclosure requirements available to emerging growth companies~~corruption, ~~this~~ ~~could~~operational ~~make~~disruption ~~our securities less attractive to investors~~ and/or ~~may~~financial ~~make it more difficult to compare our performance with other public companies~~loss.

We ~~are~~ andepend ~~“emerging~~on ~~growth~~digital ~~company”~~technologies, including ~~within~~information ~~the meaning of the Securities Act~~systems, asinfrastructure ~~modified~~and bycloud ~~the~~applications ~~JOBS~~and ~~Act~~services, ~~and~~including wethose ~~may take advantage~~ of ~~certain~~third ~~exemptions~~parties ~~from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply~~ with ~~the~~which ~~auditor~~we ~~attestation requirements~~may ofdeal. ~~Section~~Sophisticated ~~404~~and ofdeliberate ~~the~~attacks ~~Sarbanes-Oxley Act~~on, ~~reduced~~or ~~disclosure~~security ~~obligations~~breaches ~~regarding executive compensation~~ in, our ~~periodic~~systems ~~reports and~~or ~~proxy statements~~infrastructure, ~~and~~or ~~exemptions from~~ the ~~requirements~~systems ofor ~~holding a nonbinding advisory vote on executive compensation and~~infrastructure ~~stockholder approval~~ of ~~any~~third ~~golden~~parties ~~parachute~~or ~~payments~~the ~~not previously approved. As a result~~cloud, ~~our stockholders may not have access to certain information they may deem important. We~~ could belead ~~an emerging growth company for up~~ to ~~five~~corruption ~~years,~~or ~~although~~misappropriation ~~circumstances could cause us to lose that status earlier, including if the market value~~ of our ~~Class~~assets, Aproprietary ~~common~~information ~~stock~~and ~~held~~sensitive byor ~~non-affiliates exceeds~~confidential ~~$700~~data. ~~million~~As asan ofearly ~~any~~stage ~~June~~company 30without ~~before~~significant ~~that~~investments ~~time,~~ in ~~which~~data ~~case~~security protection, we ~~would~~may nonot ~~longer~~ be ansufficiently ~~emerging~~protected ~~growth company as of the following~~against ~~December~~such 31occurrences. We ~~cannot~~may ~~predict~~not ~~whether~~have ~~investors~~sufficient ~~will~~resources ~~find~~to ~~our~~adequately ~~securities~~protect ~~less~~against, ~~attractive~~or ~~because~~to weinvestigate ~~will~~and ~~rely~~remediate onany ~~these exemptions.~~vulnerability Ifto, ~~some~~cyber ~~investors~~incidents. ~~find~~It ~~our~~is ~~securities~~possible ~~less~~that ~~attractive~~any ~~as a result~~ of ~~our reliance on~~ these ~~exemptions~~occurrences, ~~the~~or ~~trading~~a ~~prices~~combination of ~~our securities may be lower than they otherwise would be~~them, ~~there~~could ~~may~~have beadverse aconsequences ~~less~~on ~~active trading market for~~ our ~~securities~~ business and ~~the~~lead ~~trading prices~~to offinancial ~~our securities may be more volatile~~loss.

~~Further, Section~~Item 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards1B. ~~The~~Unresolved ~~JOBS~~Staff Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. We have elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, we, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of our financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accountant standards used.Comments

Similarly, as a smaller reporting company, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “smaller reporting companies,” including, but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statementsNone. ~~We may be a smaller reporting company even after we are no longer an “emerging growth company.”~~

~~Cyber incidents~~Item ~~or attacks directed at us could result in information theft, data corruption, operational disruption and/or financial loss~~2. Properties

We ~~depend~~ ondo ~~digital~~not ~~technologies,~~own ~~including~~any ~~information~~real ~~systems, infrastructure and cloud applications and services, including those~~estate ~~of third parties with which we may deal. Sophisticated and deliberate attacks on,~~ or ~~security~~other ~~breaches~~physical ~~in,~~properties ~~our~~materially ~~systems~~important ~~or infrastructure, or the systems or infrastructure of third parties or the cloud, could lead~~ to ~~corruption or misappropriation of~~ our ~~assets, proprietary information and sensitive or confidential data~~operation. AsOur anexecutive ~~early~~office ~~stage~~is ~~company~~located ~~without~~at ~~significant~~700 ~~investments~~Louisiana ~~in data security protection~~Street, we ~~may~~Suite ~~not be sufficiently protected against such occurrences. We may not have sufficient resources to adequately protect against~~2700, ~~or to investigate and remediate any vulnerability to~~Houston, ~~cyber~~Texas ~~incidents~~77002. ItWe isconsider ~~possible~~our ~~that~~current ~~any~~office ofspace ~~these~~adequate ~~occurrences,~~for ~~or a combination of them, could have adverse consequences on~~ our ~~business~~current ~~and lead to financial loss~~operations.

6Item 3. Legal Proceedings

~~Item~~To the knowledge of our management, ~~1B.~~there ~~Unresolved~~is ~~Staff~~no ~~Comments~~material litigation, arbitration, bankruptcy, receivership, governmental proceeding or other proceeding currently pending against us or any members of our management team in their capacity as such.

~~None~~Item 4. Mine Safety Disclosures

~~Item 2.~~Not ~~Properties~~applicable.

We do not own any real estate or other physical properties materially important to our operation. Our executive office is located at 700 Louisiana Street, Suite 2700, Houston, Texas 77002. We consider our current office space adequate for our current operations.6

~~Item~~PART ~~3. Legal Proceedings~~II

~~Item 4.~~Market ~~Mine Safety Disclosures~~Information

~~Not~~The Units, which were comprised ~~applicable~~of one share of our Class A common stock and one third of one warrant to purchase the same, ceased trading on The Nasdaq Capital Market (the “NASDAQ”) on November 6, 2019. There is no established trading market, public or otherwise, for any class of our common equity.

7The following table sets forth the high and low bid for each full quarterly period based solely on closing prices within the two most recent fiscal years where our Units were listed on the NASDAQ:

~~PART II~~Historical Closing Prices

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

	Units
2019	High Bid		Low Bid
First quarter	$	10.01	$	10.18
Second quarter		10.05		10.18
Third quarter		10.16		10.29
Fourth quarter*		10.25		10.32

~~Market Information~~* The Company’s Units were delisted from NASDAQ on November 6, 2019, so high and low bids are through that date for the fourth quarter of 2019. No established trading market, public or otherwise, has existed for any class of our common equity since delisting for which to provide bid prices.

The Units, which were comprised of one share of our Class A common stock and one third of one warrant to purchase the same, ceased trading on The Nasdaq Capital Market (the “NASDAQ”) on November 6, 2019. There is no established trading market, public or otherwise, for any class of our common equity.Holders

~~The following~~On ~~table~~April ~~sets~~15, ~~forth~~2022, there were no holders of record of the ~~high~~Units, ~~and~~one holder ~~low~~of ~~bid~~record ~~for~~of ~~each~~our ~~full~~Class ~~quarterly~~A ~~period~~common ~~based~~stock, ~~solely~~three onholders ~~closing~~of ~~prices~~record ~~within~~of our Class B common stock, referred to herein as the ~~two~~Founder ~~most~~Shares, ~~recent~~and ~~fiscal~~no ~~years~~holders ~~where~~of record of our ~~Units~~warrants ~~were~~for ~~listed~~purchase onof ~~the~~shares ~~NASDAQ:~~of our Class A common stock.

~~Historical~~Securities Authorized for Issuance Under Equity ~~Closing~~Compensation ~~Prices~~Plans

	Units
2019	High Bid		Low Bid
First quarter	$	10.01	$	10.18
Second quarter		10.05		10.18
Third quarter		10.16		10.29
Fourth quarter*		10.25		10.32

The Company has no equity compensation plans for its officers or directors.

*Sales ~~The Company’s Units were delisted from NASDAQ on November 6, 2019, so high and low bids are through that date for the fourth quarter~~ of ~~2019.~~Unregistered ~~No established trading market, public or otherwise, has existed for any class of our common equity since delisting for which to provide bid prices.~~Securities

~~Holders~~On May 3, 2021, the Company issued 3,500 of its Class A Common Stock to the Sponsor pursuant to a private placement offering in exchange for the Sponsor's payment of a $35,000 capital contribution. The proceeds were used to support the ongoing operations of the Company.

~~On March~~Purchases ~~31, 2021, there were no holders~~ of ~~record~~Equity ofSecurities ~~the~~by ~~Units, one holder of record of our Class A common stock, three holders of record of our Class B common stock, referred to herein as~~ the ~~Founder Shares,~~ Issuer and noAffiliated ~~holders of record of our warrants for purchase of shares of our Class A common stock.~~Purchasers

~~Securities~~There were no purchases to ~~Authorized~~disclose ~~for~~during ~~Issuance~~the ~~Under~~three ~~Equity~~months ~~Compensation~~ended ~~Plans~~December 31, 2021.

~~The Company~~Item ~~has no equity compensation plans for its officers or directors~~6. [Reserved]

~~Sales of Unregistered Securities~~7

~~On December~~Item ~~15, 2020, the Company issued~~ 7~~,500~~. ~~of its Class A Common Stock to the Sponsor pursuant to a private placement offering in exchange for the Sponsor~~Management’s ~~payment~~Discussion ofand aAnalysis ~~$75,000~~of ~~cash~~Financial ~~capital~~Condition ~~contribution.~~and ~~The~~Results ~~proceeds were used to fund the ongoing operations~~ of ~~the Company.~~Operations

~~Purchases of Equity Securities by the Issuer and Affiliated Purchasers~~Overview

~~There were~~The noCompany ~~purchases~~was toformed ~~disclose~~as a ~~during~~blank check company for the ~~three~~purpose ~~months~~of ~~ended~~effecting ~~December~~a 31merger, ~~2020~~amalgamation, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. For more information about the Company, please see “Item 1. Business” in this Annual Report on Form 10-K.

~~Item 6.~~Results ~~Selected~~of ~~Financial Data~~Operations

AsWe have not generated any aoperating ~~“smaller~~revenues ~~reporting~~to ~~company~~date,” and we ~~are~~will likely not ~~required~~generate any operating revenues in the future. Our entire activity up to ~~provide~~December ~~disclosure~~31, 2021 ~~pursuant~~has related (1) the Company’s formation and issuance of the Founder Shares in June 2017, (2) the Public Offering and sale of Private Placement Warrants which closed in November 2017, (3) the subsequent search for a business combination candidate, including activities in connection with the announced and subsequently terminated proposed business combination with Strike, and (4) liquidation activities following the Company’s inability to ~~this~~consummate ~~Item~~a business combination prior to the November 7, 2019 deadline under the Company’s Charter. For the year ended December 31, 2021, we had a net loss of $112,810, which consisted of $112,810 of general and administrative expenses. For the year ended December 31, 2020, we had a net loss of $148,800, which consisted of $148,800 of general and administrative expenses.

8Liquidity and Capital Resources

~~Item~~We presently have no revenue; our net loss was $ 112,810 and $ 148,800 7.for ~~Management’s~~the ~~Discussion~~years ended December 31, 2021 and ~~Analysis~~2020, respectively, and consists primarily of ~~Financial~~professional ~~Condition~~fees. ~~and~~For ~~Results~~the year ended December 31, 2021, our liquidity needs were satisfied through funding from our Sponsor. The Company does not expect to seek loans, advances or contributions from parties other than the Sponsor or an affiliate of ~~Operations~~the Sponsor.

~~Overview~~Loans and Advances from Related Party

~~The Company~~During ~~was~~the ~~formed~~year asended aDecember ~~blank~~31, ~~check~~2021 ~~company~~and ~~for~~2020, the ~~purpose~~Sponsor or an affiliate of ~~effecting~~the aSponsor ~~merger,~~incurred ~~amalgamation,~~certain ~~capital~~administrative ~~stock~~expenses ~~exchange~~on behalf of the Company in the amount of $11,188 and $15,858, respectively. ~~asset~~As ~~acquisition~~of December 31, ~~stock~~2021 ~~purchase~~and 2020, ~~reorganization~~the oroutstanding ~~similar~~balance ~~business~~on ~~combination~~the ~~with~~expenses ~~one~~paid oron ~~more~~the ~~businesses.~~Company’s ~~For~~behalf ~~more~~was ~~information about~~$0 ~~the~~and $10,713, respectively. The Company repaid $7,457 ~~please~~during ~~see~~the ~~“Item~~year 1.ended ~~Business”~~December in31, ~~this~~2021 ~~Annual~~to ~~Report~~the onSponsor ~~Form~~using ~~10-K~~cash on hand.

~~Recent~~During the year ended December ~~Events~~31, 2020, the Sponsor advanced $1,832,134 to fund ongoing operations of the Company. These advances were due on demand and were non-interest bearing. During that same time period, the $4,211,777 outstanding in Sponsor advances, including the amount advanced in the year ended December 31, 2020, was converted into or treated as a capital contribution for which a total of 421,177 shares of Class A Common Stock of the Company was issued to the Sponsor at a conversion price of $10.00 per share. The Sponsor has made no subsequent advances. As of December 31, 2021 and 2020, the outstanding balance on the advances was $0.

On ~~December~~ 30March 1, ~~2020~~2019, ~~Krishna~~the ~~Shivram~~Company issued ~~submitted~~a ~~his~~convertible ~~resignation~~promissory asnote ~~Chief~~(the ~~Executive~~“Convertible ~~Officer~~Promissory Note”) in the amount of up to $1,500,000 with the Sponsor to fund the Company’s ongoing expenses. The Convertible Promissory Note does not bear interest and all unpaid principal was due and payable in full on the earlier of November 7, ~~effective~~2019 asor the consummation of ~~that~~an ~~date~~initial business combination by the Company. The Sponsor ~~Mr.~~had ~~Shivram~~the ~~remains~~option asto convert any amounts outstanding under the Convertible Promissory Note into warrants of a ~~member~~post-business combination entity to purchase shares, at a conversion price of $1.50 per warrant. On March 31, 2020, the ~~Board~~Sponsor converted the $999,640 outstanding into 99,964 shares of ~~Directors~~Class A Common Stock of the Company at a conversion price of $10.00 per share.

~~Results~~All unpaid principal under the Convertible Promissory Note was due and payable in full on the earlier of ~~Operations~~November 7, 2019 or the consummation of an initial business combination by the Company by the deadline specified in its Charter. As a result, the Convertible Promissory Note is no longer available to the Company as a source of financing and no amount has been outstanding thereunder since March 31, 2020. As of December 31, 2021 and 2020, the outstanding balance on Convertible Promissory Note was $0.

We have not generated any operating revenues to date, and we will likely not generate any operating revenues in the future. Our entire activity up to December 31, 2020 has related (1) the Company’s formation and issuance of the Founder Shares in June 2017, (2) the Public Offering and sale of Private Placement Warrants which closed in November 2017, (3) the subsequent search for a business combination candidate, including activities in connection with the announced and subsequently terminated proposed business combination with Strike, and (4) liquidation activities following the Company’s inability to consummate a business combination prior to the November 7, 2019 deadline under the Company’s Charter. For the year ended December 31, 2020, we had a net loss of $148,800, which consisted of $148,800 of general and administrative expenses. For the year ended December 31, 2019, we had net income of $3,764,677, which consisted of $2,866,675 of general administrative expenses, offset by $6,890,275 of investment income on the Trust Account and an expense of $258,923 for income taxes.8

~~Liquidity and~~Contributions ~~Capital~~from ~~Resources~~Related Party

WeOn May 15, 2020, the Sponsor ~~presently~~paid ~~have~~$25,000 noto ~~revenue;~~the ~~our~~Company ~~net~~in ~~income~~exchange ~~(loss)~~for ~~was~~the ~~$(148,800)~~issuance ~~and~~of $32,~~764,677~~500 ~~for~~shares of Class A common stock to the ~~years~~Sponsor. ~~ended~~On ~~December~~August 317, 2020, ~~and~~the Sponsor ~~2019~~paid a $197, ~~respectively,~~687 ~~and~~capital ~~consists~~contribution ~~primarily~~to the Company in exchange for the issuance of ~~professional~~19,769 ~~fees~~shares ~~and~~of Class A common stock. On December 15, ~~for~~2020, ~~2019~~the Sponsor paid a $75,000 ~~costs~~capital ~~related~~contribution to ~~our~~the ~~search~~Company in exchange for athe ~~business~~issuance ~~combination.~~of 7,500 shares of Class ~~For~~A common stock. Together, these contributions during the fiscal year ended December 31, 2020 totaled $297,687, ~~our~~in ~~liquidity~~exchange ~~needs~~for ~~were~~which ~~satisfied~~the Company ~~through~~issued ~~funding~~29,769 ~~from~~shares ~~our~~of Class A common stock to the Sponsor. ~~The~~As ~~Company~~of ~~does~~December ~~not expect~~31, to2020, ~~seek~~there ~~loans~~were 550,911 ~~advances~~shares orof ~~contributions~~the ~~from~~Company’s Class ~~parties~~A ~~other~~common ~~than~~stock ~~the~~outstanding, ~~Sponsor~~all orof anwhich ~~affiliate~~are ofheld ~~the~~by our Sponsor.

~~Loans~~In May 2021, the Company received ~~and~~an ~~Advances~~advance of $35,000 from ~~Related~~the ~~Party~~Sponsor to fund ongoing operations and expenses. The amount advanced by the Sponsor was treated as a capital contribution in exchange for which the Company issued to the Sponsor 3,500 shares of the Company’s Class A common stock at $10.00 per share on May 3, 2021.

~~On March~~Mandatory 1Liquidation, ~~2019,~~Going weConcern issued a non-interest bearing convertible promissory note (the “Convertible Promissory Note”) in the amount of up to $1,500,000 to our Sponsor to fund our ongoing expenses, any amounts borrowed thereunder which were convertible into warrants of a post-business combination entity to purchase shares of our Class A common stock, at a price of $1.50 per warrant, convertible at the option of the lender. Such warrants were identical to the Private Placement Warrants. We do not expect to seek loans from parties other than our Sponsor or an affiliate of our Sponsor. Through March 31, 2020, the Company drew $999,640 on the Convertible Promissory Note. In addition, the Company received advances from the Sponsor to fund operations and ~~ongoing expenses in the amount of $4,211,777 through December 31, 2020, of which $1,832,134 was advanced in the fiscal year ended December 2020.~~Liquidity

~~The total~~We ~~amount~~were ~~drawn~~unable onto ~~the~~complete an ~~Convertible~~initial ~~Promissory~~business ~~Note~~combination ~~and $2,379,643 of the amount advanced~~ by the ~~Sponsor~~November ~~was~~7, ~~converted~~2019 ~~into shares~~deadline ofunder ~~the~~our ~~Company’s~~Charter ~~Class~~and Aso ~~common~~we ~~stock~~commenced atthe ~~$10.00~~liquidation ~~per~~of ~~share pursuant to a conversion agreement by and between~~ the ~~Company and~~assets in the ~~Sponsor~~Trust ~~(the~~Account ~~“Conversion~~on ~~Agreement”),~~November ~~dated March 31~~8, ~~2020~~2019. ~~The~~This ~~remaining~~raises ~~$1,832,134~~substantial ofdoubt ~~the~~about ~~amount~~our ~~advanced by~~ability ~~the~~to ~~Sponsor~~continue ~~was treated~~ as a ~~capital~~going ~~contribution~~concern. Management's plans in ~~exchange~~regard ~~for~~to ~~which~~these ~~the~~matters ~~Company~~are ~~issued~~also todescribed ~~the~~in ~~Sponsor~~Note ~~shares~~1 ofto the ~~Company’s Class~~financial ~~A common stock at $10~~statements.00 ~~per share on March 31, 2020.~~ The ~~Company~~financial ~~issued~~statements ado ~~total~~not ofinclude ~~521,142~~any ~~shares of the Company’s~~adjustments ~~Class~~that Amight ~~common~~result ~~stock~~from to the ~~Sponsor~~outcome inof ~~connection~~this ~~with such conversions~~uncertainty.

9In connection with the Company’s assessment of going concern considerations in accordance with the Financial Accounting Standards Board’s (FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company determined that it does not have sufficient liquidity to meet its future obligations; however, management has determined that, pursuant to a commitment letter from the Sponsor, it has access to funds from the Sponsor that alleviate going concern. As of December 31, 2021, the Company had a working capital deficit of approximately $280,980, current liabilities of approximately $337,800 and had cash of approximately $8,300.

~~All unpaid~~Pursuant ~~principal~~a ~~under~~commitment ~~the~~letter from ~~Convertible Promissory Note was due and payable in full on~~ the ~~earlier of November 7~~Sponsor, ~~2019 or~~ the ~~consummation of~~Sponsor anintends ~~initial~~to ~~business~~financially ~~combination~~support by the Company bysufficient for the ~~deadline~~Company ~~specified~~to insatisfy its ~~Charter.~~working Ascapital aneeds until ~~result,~~at ~~the~~least ~~Convertible~~April ~~Promissory Note~~15, is2023. For nomore ~~longer~~information ~~available~~regarding toour ~~the~~liquidity, ~~Company~~see as“-Liquidity aand ~~source~~Capital ~~of financing~~Resources” above.

~~As of~~Critical ~~December~~Accounting ~~31, 2020, there is no amount advanced from our Sponsor that remains unconverted to shares of our capital stock.~~Policies

Loans, Advances and Contributions from Related ~~Party~~Parties

~~On May~~For ~~15,~~information ~~2020, the Sponsor paid $25,000 to us in exchange for the issuance of 2,500 shares of Class A common stock to the Sponsor.~~regarding ~~On August 7~~loans, ~~2020,~~advances ~~the~~and ~~Sponsor paid a $197,687 capital contribution to us in exchange for the issuance of 19,769 shares of Class A common stock. Together, these~~ contributions ~~during~~from ~~the~~related ~~fiscal year ended December 31~~parties, ~~2020~~please ~~totaled~~see ~~$222,687,~~“-Liquidity inand ~~exchange~~Capital ~~for which~~Resources” ~~the Company issued 22,269 shares of Class A common stock to the Sponsor~~above. On December 15, 2020, the Sponsor paid a $75,000 capital contribution to us in exchange for the issuance of 7,500 shares of Class A common stock. Together, these contributions during the fiscal year ended December 31, 2020 totaled $297,687, in exchange for which the Company issued 29,769 shares of Class A common stock to the Sponsor.

~~As of~~Common ~~December 31, 2020, there are 550,911 shares of the Company’s Class A common~~ stock ~~outstanding,~~subject ~~all~~to ~~of which are held~~possible ~~by our Sponsor.~~redemption

~~Mandatory~~We have no outstanding Public ~~Liquidation~~Shares. As of the close of business on November 7, ~~Going~~2019, ~~Concern~~the Public Shares were deemed cancelled and ~~Liquidity~~represented only the right to receive the redemption amount. For information regarding the completion of the redemption, see “Item 1. Business-Offerings and Liquidation.”

~~We were~~Net ~~unable~~Loss toPer ~~complete~~Share ~~an initial business combination by the November 7, 2019 deadline under our Charter and so we commenced the liquidation~~ of ~~the~~Common assets in the Trust Account on November 8, 2019. This raises substantial doubt about our ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 1 to the financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.Stock

~~In connection~~Net ~~with~~loss ~~our~~per ~~assessment~~share of ~~going~~common stock ~~concern~~is ~~considerations~~computed inby ~~accordance~~dividing ~~with~~net ~~FASB’s~~loss ~~Accounting~~applicable ~~Standards~~to ~~Update~~the ~~(“ASU”) 2014-15,~~shares ~~“Disclosure~~ of ~~Uncertainties~~common ~~about~~stock anby ~~Entity’s~~the ~~Ability~~weighted toaverage ~~Continue~~number asof ashares ~~Going~~outstanding ~~Concern,” we determined~~for ~~that~~the weperiods. doAs ~~not~~a ~~have~~result ~~sufficient~~of ~~liquidity~~the toredemption ~~meet~~of ~~our~~Public ~~future~~Shares ~~obligations;~~in ~~however~~November 2019, ~~management~~for ~~has~~the ~~determined~~years ~~that~~ended itDecember ~~has~~31, ~~access to~~2021 ~~funds~~and ~~from~~2020, ~~our~~the ~~Sponsor~~Class A ~~that~~shares ~~alleviate~~have ~~going~~no ~~concern~~specific redemption rights. As ofa ~~December 31~~result, ~~2020,~~net weloss ~~had~~per acommon ~~working~~share ~~capital~~is ~~deficit~~calculated ofby ~~approximately $203,500,~~dividing ~~current~~the ~~liabilities~~net loss by the weighted average number of ~~approximately~~Class ~~$337,700~~A and ~~cash~~Class ofB ~~approximately~~shares ~~$77,800~~outstanding for the periods.

~~For more~~Recent ~~information~~Accounting ~~regarding our liquidity, see “—Liquidity and Capital Resources” above.~~Pronouncements

~~Critical~~We do not believe that any ~~Accounting~~recently ~~Policies~~issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on our financial statements.

~~Loans, Advances and Contributions from Related Parties~~9

~~For information~~JOBS ~~regarding loans, advances and contributions from related parties, please see “—Liquidity and Capital Resources” above.~~Act

~~Common~~The JOBS Act contains provisions ~~stock~~that, ~~subject~~among other things, relax certain reporting requirements for qualifying public companies. We qualify as an “emerging growth company” and under the JOBS Act are allowed to ~~possible~~comply ~~redemption~~with new or revised accounting pronouncements based on the effective date for private (not publicly traded) companies. We elected to delay the adoption of new or revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.

WeAdditionally, we are in the ~~have~~process noof ~~outstanding~~evaluating ~~Public~~the ~~Shares~~benefits of relying on the other reduced reporting requirements provided by the JOBS Act. AsSubject ofto certain conditions set forth in the ~~close~~JOBS ofAct, ~~business~~if, as an “emerging growth company”, we choose to rely on ~~November~~such 7exemptions we may not be required to, ~~2019~~among other things, (i) provide an independent registered public accounting firm’s attestation report on our system of internal controls over financial reporting pursuant to Section 404, (ii) provide all of the ~~Public~~compensation ~~Shares~~disclosure ~~were~~that ~~deemed~~may ~~cancelled~~be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement ~~represented~~that ~~only~~may be adopted by the ~~right~~PCAOB toregarding ~~receive~~mandatory audit firm rotation or a supplement to the ~~redemption~~independent ~~amount.~~registered ~~For~~public accounting firm’s report providing additional information ~~regarding~~about the ~~completion~~audit ofand the ~~redemption,~~financial ~~see~~statements ~~“Item~~(auditor discussion and analysis), and 1.(iv) ~~Business—Offerings~~disclose certain executive compensation related items such as the correlation between executive compensation and ~~Liquidation~~performance and comparisons of the CEO’s compensation to median employee compensation. These exemptions are applicable to us for a period of five years from the date of completion of our initial public offering or until we are no longer an “emerging growth company,” whichever is earlier.

~~Recent Accounting~~Off-Balance ~~Pronouncements~~Sheet Arrangements

We do did not ~~believe~~have ~~that~~ any ~~recently~~off-balance sheet ~~issued,~~arrangements ~~but~~as ~~not~~of ~~yet~~December ~~effective~~31, ~~accounting pronouncements, if currently adopted, would have a material effect on our financial statements~~2021.

10Contractual Obligations

~~JOBS~~We do not have any long-term ~~Act~~debt, capital lease obligations, operating lease obligations or long-term liabilities.

The ~~JOBS~~ ~~Act~~underwriters ~~contains~~in ~~provisions~~the ~~that,~~Public Offering ~~among~~were ~~other~~entitled ~~things,~~to ~~relax~~deferred ~~certain~~underwriting ~~reporting~~commissions ~~requirements~~of ~~for qualifying public companies~~$12,075,000. ~~We qualify~~The asdeferred anunderwriting ~~“emerging~~commissions ~~growth~~would ~~company”~~have ~~and~~become ~~under~~payable to the ~~JOBS~~underwriters ~~Act~~from ~~are~~the ~~allowed~~amounts toheld ~~comply~~in ~~with~~the ~~new~~Trust orAccount ~~revised~~solely ~~accounting pronouncements~~in ~~based on~~ the ~~effective~~event ~~date~~that ~~for~~we ~~private~~complete ~~(not~~an ~~publicly~~initial ~~traded)~~business ~~companies.~~combination, ~~We elected~~ subject to ~~delay~~ the ~~adoption~~terms of ~~new or~~the ~~revised~~underwriting ~~accounting~~agreement. ~~standards,~~The ~~and~~underwriters aswere ~~a result, we may~~ not ~~comply~~entitled ~~with~~to ~~new~~any orinterest ~~revised~~accrued ~~accounting standards~~ on the ~~relevant~~deferred ~~dates~~underwriting commissions. onBecause ~~which~~we ~~adoption~~were ofunable ~~such~~to ~~standards~~complete isan ~~required~~initial ~~for~~business ~~non-emerging~~combination ~~growth~~under ~~companies.~~the AsNovember ~~a result~~7, ~~our~~2019 ~~financial~~deadline ~~statements~~under ~~may~~our ~~not be~~Charter, ~~comparable~~the tounderwriters will ~~companies~~not ~~that~~receive ~~comply~~the ~~with~~deferred ~~new~~underwriting ~~or revised accounting pronouncements as of public company effective dates~~commission.

~~Additionally, we~~Item ~~are in the process of evaluating the benefits of relying on the other reduced reporting requirements provided by the JOBS Act~~7A. ~~Subject~~ toQuantitative certain conditions set forth in the JOBS Act, if, as an “emerging growth company”, we choose to rely on such exemptions we may not be required to, among other things, (i) provide an independent registered public accounting firm’s attestation report on our system of internal controls over financial reporting pursuant to Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and ~~Consumer~~ ~~Protection~~Qualitative ~~Act,~~Disclosures (iii) comply with any requirement that may be adopted by the PCAOB regarding mandatory audit firm rotation or a supplement to the independent registered public accounting firm’s report providing additional information about ~~the audit~~Market and the financial statements (auditor discussion and analysis), and (iv) disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation. These exemptions are applicable to us for a period of five years from the date of completion of our initial public offering or until we are no longer an “emerging growth company,” whichever is earlier.Risk

~~Off-Balance~~As a “smaller reporting ~~Sheet~~company,” ~~Arrangements~~we are not required to provide disclosure pursuant to this Item.

~~We did not have any off-balance sheet arrangements as of December 31, 2020.~~10

~~Contractual Obligations~~Item 8. Financial Statements and Supplementary Data

~~We do~~SENTINTEL ~~not~~ENERGY ~~have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities~~SERVICES INC.

~~The underwriters~~INDEX inTO ~~the Public Offering were entitled to deferred underwriting commissions of $12,075,000. The deferred underwriting~~FINANCIAL commissions would have become payable to the underwriters from the amounts held in the Trust Account solely in the event that we complete an initial business combination, subject to the terms of the underwriting agreement. The underwriters were not entitled to any interest accrued on the deferred underwriting commissions. Because we were unable to complete an initial business combination under the November 7, 2019 deadline under our Charter, the underwriters will not receive the deferred underwriting commission.STATEMENTS

Item 7A. Quantitative and Qualitative Disclosures about Market Risk

Report of Independent Registered Public Accounting Firm (PCAOB Firm ID #100)		F-2
Balance Sheets		F-3
Statements of Operations		F-4
Statements of Changes in Stockholders’ Deficit		F-5
Statements of Cash Flows		F-6
Notes to Financial Statements		F-7

~~As a “smaller reporting company,” we are not required to provide disclosure pursuant to this Item.~~F-1

11Report of Independent Registered Public Accounting Firm

~~Item 8.~~To ~~Financial~~the ~~Statements~~Stockholders and ~~Supplementary~~the ~~Data~~Board of Directors of

~~Report of~~Sentinel ~~Independent~~Energy ~~Registered~~Services ~~Public Accounting Firm~~Inc.

~~To the~~Opinion ~~Stockholders~~on ~~and~~ the ~~Board~~Financial ~~of Directors of~~Statements

~~Sentinel~~We have audited the accompanying balance sheets of Sentinel Energy Services Inc. (the “Company”) as of December 31, 2021 and 2020, the related statements of operations, changes in stockholders’ deficit and cash flows for the years ended December 31, 2021 and 2020, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

~~Opinion on~~Basis ~~the~~for ~~Financial Statements~~Opinion

~~We have~~These ~~audited~~financial ~~the~~statements ~~accompanying~~are ~~balance~~the ~~sheets~~ responsibility of ~~Sentinel~~the ~~Energy~~Company’s ~~Services Inc~~management. ~~(the~~Our ~~“Company”)~~responsibility asis ofto ~~December~~express ~~31,~~an ~~2020 and~~opinion ~~2019,~~on the ~~related~~Company's financial statements ofbased ~~income,~~on ~~changes~~our inaudits. We ~~stockholders’~~are ~~equity~~a ~~(deficit)~~public ~~and~~accounting ~~cash~~firm ~~flows,~~registered ~~for~~with the ~~years~~Public ~~ended December~~Company ~~31,~~Accounting ~~2020~~Oversight ~~and~~Board ~~2019, and the related notes~~ (~~collectively~~United ~~referred~~States) ~~to as the~~ (“~~financial statements~~PCAOB”). ~~In our~~and ~~opinion,~~are ~~the~~required ~~financial~~to ~~statements~~be ~~present~~independent ~~fairly,~~with inrespect ~~all~~to ~~material respects,~~ the ~~financial~~Company ~~position~~in ofaccordance with the ~~Company~~U.S. asfederal ofsecurities ~~December 31,~~laws ~~2020~~ and ~~2019, and~~ the ~~results~~applicable ~~of its operations~~ rules and ~~its~~regulations ~~cash~~of ~~flows for~~ the ~~years~~Securities ~~then~~and ~~ended,~~Exchange inCommission ~~conformity~~and ~~with accounting principles generally accepted in~~ the ~~United States of America~~PCAOB.

~~Emphasis~~We conducted our audits in accordance with the standards of ~~Matter~~the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

~~The~~Our ~~accompanying~~audits ~~financial~~included ~~statements~~performing ~~have~~procedures ~~been~~to assess ~~prepared assuming that~~ the ~~Company~~risks ~~will~~of ~~continue~~material asmisstatement aof ~~going~~the ~~concern. As~~financial ~~discussed~~statements, inwhether ~~Note~~due 1 to ~~the~~error ~~financial~~or ~~statements~~fraud, ~~the~~and ~~Company~~performing ~~failed~~procedures that respond to ~~consummate~~those arisks. ~~business~~Such ~~combination~~procedures ~~within~~included ~~the~~examining, ~~time~~on ~~period~~a ~~required by~~test ~~its~~basis, ~~certificate~~evidence ofregarding ~~incorporation~~the ~~(November~~amounts 7,and ~~2019).~~disclosures ~~This~~in ~~raises~~the ~~substantial~~financial ~~doubt~~statements. Our ~~about~~audits ~~its~~also ~~ability~~included toevaluating ~~continue~~the asaccounting aprinciples ~~going~~used ~~concern. Management's~~and ~~plans~~significant inestimates ~~regard~~made toby ~~these~~management, ~~matters~~as ~~are~~well ~~also~~as ~~described~~evaluating the inoverall ~~Note~~presentation 1.of ~~The~~the financial statements. doWe ~~not~~believe ~~include~~that ~~any~~our ~~adjustments~~audits ~~that might~~provide ~~result~~a ~~from~~reasonable ~~the~~basis ~~outcome~~for ofour ~~this uncertainty~~opinion.

~~Basis for~~/s/ ~~Opinion~~WithumSmith+Brown, PC

~~These financial~~We ~~statements~~have ~~are~~served ~~the~~as ~~responsibility of~~ the Company's ~~management.~~auditor ~~Our~~since ~~responsibility is to express an opinion on the Company's financial statements based on our audits~~2017. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatementWhippany, ~~whether~~New due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control over financial reporting. Accordingly, we express no such opinion.Jersey

~~Our audits~~April ~~included performing procedures to assess the risks of material misstatement of the financial statements~~15, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.2022

~~/s/ WithumSmith+Brown,~~PCAOB PCID Number 100

~~We have served as the Company’s auditor since 2017.~~F-2

~~Whippany, New~~SENTINEL ~~Jersey~~ ENERGY SERVICES INC.

~~March 31,~~BALANCE ~~2021~~SHEETS

F-1

	December 31, 2021			December 31, 2020

ASSETS
Current assets:
Cash	$	8,314		$	77,792
Prepaid expenses		48,415			56,424
Total assets	$	56,729		$	134,216

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	338,064		$	329,291
Accrued income and franchise taxes		—			8,450
Total liabilities		338,064			337,741

Stockholders’ Deficit:
Preferred shares, $0.0001 par value; 1,000,000 shares authorized; none issued or outstanding		—			—
Class A common stock, $0.0001 par value, 200,000,000 shares authorized, 554,411 and 550,911 shares issued and outstanding at December 31, 2021 and 2020, respectively		55			55
Class B common stock, $0.0001 par value, 20,000,000 shares authorized, 862,500 shares issued and outstanding at December 31, 2021 and 2020		86			86
Additional paid-in capital		5,644,400			5,609,400
Accumulated deficit		(5,925,876	)		(5,813,066	)
Total stockholders’ deficit		(281,335	)		(203,525	)
Total liabilities and stockholders’ deficit	$	56,729		$	134,216

~~SENTINEL ENERGY~~See ~~SERVICES~~accompanying ~~INC.~~notes to financial statements

~~BALANCE SHEETS~~F-3

	December 31, 2020			December 31, 2019
ASSETS
Current assets:
Cash	$	77,792		$	161,286
Cash segregated for final distribution to Class A Stockholders (See Note 1)		—			1,252,386
Prepaid expenses		56,424			37,397
Total assets	$	134,216		$	1,451,069
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	329,291		$	2,221,167
Accrued income and franchise taxes		8,450			262,413
Distribution to Class A Stockholders (See Note 1)		—			1,252,386
Promissory note payable – Sponsor		—			999,640
Advances from Sponsor		—			2,379,643
Total liabilities		337,741			7,115,249
Stockholders’ Deficit:
Preferred shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding		—			—
Class A common stock, $0.0001 par value, 200,000,000 shares authorized, 550,911 and 0 shares issued and outstanding at December 31, 2020 and December 31, 2019, respectively		55			—
Class B common stock, $0.0001 par value, 20,000,000 shares authorized, 862,500 shares issued and outstanding at December 31, 2020 and December 31, 2019, respectively		86			86
Additional paid-in capital		5,609,400			—
Accumulated deficit		(5,813,066	)		(5,664,266	)
Total stockholders’ deficit		(203,525	)		(5,664,180	)
Total liabilities and stockholders’ deficit	$	134,216		$	1,451,069

SENTINEL ENERGY SERVICES INC.

~~See accompanying~~STATEMENTS ~~notes~~OF ~~to financial statements~~OPERATIONS

F-2

	For the Years Ended December 31,
	2021			2020

REVENUE	$	—		$	—

EXPENSES
General and administrative		112,810			148,800
TOTAL EXPENSES		112,810			148,800

LOSS BEFORE INCOME TAX PROVISION		(112,810	)		(148,800	)

Income tax provision		—			—

Net loss	$	(112,810	)	$	(148,800	)

Weighted average number of common stock outstanding, basic and diluted ¹		1,415,741			1,264,638
Basic and diluted net loss per common stock	$	(0.08	)	$	(0.12	)

~~SENTINEL ENERGY~~1 ~~SERVICES~~For ~~INC. STATEMENTS~~the OFyears ~~OPERATIONS~~ended December 31, 2021 and 2020, the Class A and Class B common stock participate in losses equally and thus are included together herein.

	For the Years Ended December 31,
	2020			2019
REVENUE	$	—		$	—
EXPENSES
General and administrative		148,800			2,866,675	(1)
TOTAL EXPENSES		148,800			2,866,675
OTHER INCOME
Investment income from Trust Account		—			6,890,275
TOTAL OTHER INCOME		—			6,890,275
(LOSS) INCOME BEFORE INCOME TAX PROVISION		(148,800	)		4,023,600
Income tax provision		—			258,923
Net (loss) income attributable to common stock	$	(148,800	)	$	3,764,677
Weighted average number of common stock outstanding, basic and diluted (2)		1,264,638
Basic and diluted net loss per common stock	$	(0.12	)
Two Class Method:
Weighted average number of Class A common stock outstanding, basic and diluted					29,301,376
Basic and diluted net income per Class A common stock				$	0.23
Weighted average number of Class B common stock outstanding, basic and diluted					8,305,993
Basic and diluted net income (loss) per Class B common stock				$	(0.35	)

See accompanying notes to financial statements

1	See Note 5.
2	For the year ended December 31, 2020, the Class A and Class B common stock participate in losses equally and thus are included together herein.

F-4

~~See accompanying~~SENTINEL ~~notes~~ENERGY toSERVICES ~~financial statements~~INC.

~~F-3~~StatementS of Changes in STOCKHOLDERS’ DEFICIT

SENTINEL ENERGY SERVICES INC.

	Class A Common Stock				Class B Common Stock				Additional Paid-in		Accumulated			Stockholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance as of January 1, 2020		—	$	—		862,500	$	86	$	—	$	(5,664,266	)	$	(5,664,180	)

Conversion of promissory note payable - Sponsor and advances from Sponsor into Class A common stock		521,142		52		—		—		5,211,365		—			5,211,417

Settlement of final distribution to Class A Stockholders		—		—		—		—		100,351		—			100,351

Issuance of Class A shares to Sponsor		29,769		3						297,684					297,687

Net loss		—		—		—		—		—		(148,800	)		(148,800	)
Balances as of December 31, 2020		550,911	$	55		862,500	$	86	$	5,609,400	$	(5,813,066	)	$	(203,525	)

Issuance of Class A shares to Sponsor		3,500		—		—		—		35,000		—			35,000


Net loss		—		—		—		—		—		(112,810	)		(112,810	)
Balance as of December 31, 2021		554,411	$	55		862,500	$	86	$	5,644,400	$	(5,925,876	)	$	(281,335	)

~~StatementS of~~See ~~Changes~~accompanying innotes ~~STOCKHOLDERS’~~to ~~Equity~~financial ~~(DEFICIT)~~statements

	Class A Common Stock						Class B Common Stock						Additional Paid-in			Retained Earnings (Accumulated			Stockholders’ Equity
	Shares			Amount			Shares			Amount			Capital			Deficit)			(Deficit)
Balances as of January 1, 2019		1,453,430		$	145			8,625,000		$	863		$	3,600,071		$	1,398,924		$	5,000,003
Change in common stock subject to possible redemption		33,046,570			3,305			-			-			330,462,395			-			330,465,700
Redemption of Class A shares		(34,500,000	)		(3,450	)		-			-			-			(356,740,120	)		(356,743,570	)
Cash paid for redemption of warrants		-			-			-			-			-			(225,990	)		(225,990	)
Forfeiture and cancellation of 7,762,500 Founders’ shares		-			-			(7,762,500	)		(777	)		777			-			-
Forfeiture of deferred underwriters’ discount		-			-			-			-			12,075,000			-			12,075,000
Reclass additional paid-in capital to retained earnings		-			-			-			-			(346,138,243	)		346,138,243			-
Net income		-			-			-			-			-			3,764,677			3,764,677
Balances as of December 31, 2019		-		$	-			862,500		$	86		$	-		$	(5,664,266	)	$	(5,664,180	)
Conversion of promissory note payable - Sponsor and advances from Sponsor into Class A common stock		521,142			52									5,211,365						5,211,417
Settlement of final distribution to Class A Stockholders														100,351						100,351
Issuance of Class A shares to Sponsor		29,769			3									297,684						297,687
Net loss																	(148,800	)		(148,800	)
Balances as of December 31, 2020		550,911		$	55			862,500		$	86		$	5,609,400		$	(5,813,066	)	$	(203,525	)

F-5

~~See accompanying~~SENTINEL ~~notes~~ENERGY toSERVICES ~~financial statements~~INC.

~~F-4~~StatementS of Cash Flows

SENTINEL ENERGY SERVICES INC.

	For the Years Ended December 31,
	2021			2020
Cash Flows From Operating Activities:
Net loss	$	(112,810	)	$	(148,800	)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities:
Prepaid expenses		8,009			(19,027	)
Accounts payable and accrued expenses		8,773			(1,891,876	)
Accrued income and franchise taxes		(8,450	)		(253,963	)
Net Cash Used In Operating Activities		(104,478	)		(2,313,666	)

Cash Flows From Financing Activities:
Proceeds from advances - Sponsor		—			1,832,134
Proceeds from issuance of Class A common stock - Sponsor		35,000			297,687
Payment to shareholders for the redemption of Class A shares		—			(1,152,035	)
Net Cash Provided By Financing Activities		35,000			977,786

Net decrease in cash		(69,478	)		(1,335,880	)

Cash at beginning of period		77,792			1,413,672

Cash at end of period	$	8,314		$	77,792

Supplemental cash flow information:
Cash paid for income taxes	$	—		$	259,284

Supplemental disclosure of non-cash financing activities:
Conversion of promissory note payable - Sponsor and advances from Sponsor into shares of common stock	$	—		$	5,211,417
Settlement of final distributions to Class A stockholders	$	—		$	100,351

~~StatementS of~~See ~~Cash~~accompanying ~~Flows~~notes to financial statements

	For the Years Ended December 31,
	2020			2019
Cash Flows From Operating Activities:
Net (loss) income	$	(148,800	)	$	3,764,677
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Investment income from Trust Account		—			(6,890,275	)
Changes in operating assets and liabilities:
Prepaid expenses		(19,027	)		55,103
Accounts payable and accrued expenses		(1,891,876	)		(590,494	)
Accrued income and franchise taxes		(253,963	)		253,573
Net Cash Used In Operating Activities		(2,313,666	)		(3,407,416	)
Cash Flows From Investing Activities:
Redemption of Trust Account		—			355,491,184
Investment income released from Trust Account for dissolution expenses		—			100,000
Investment income released from Trust Account to pay taxes		—			1,422,096
Net Cash Provided By Investing Activities		—			357,013,280
Cash Flows From Financing Activities:
Redemption of Class A common stock		—			(355,491,184	)
Payment for the redemption of Class A common stock		(1,152,035	)		—
Proceeds from convertible promissory note payable – Sponsor		—			999,640
Proceeds from issuance of Class A common stock		297,687
Proceeds from advances – Sponsor		1,832,134			2,379,643
Payment for the redemption of warrants		—			(225,990	)
Net Cash Provided By Financing Activities		977,786			(352,337,891	)
Net increase (decrease) in cash and cash segregated for final distribution to Class A stockholders		(1,335,880	)		1,267,973
Cash and cash segregated for final distribution to Class A stockholders at beginning of period		1,413,672			145,699
Cash and cash segregated for final distribution to Class A stockholders at end of period	$	77,792		$	1,413,672
Supplemental cash flow information:
Cash paid for income taxes	$	259,284		$	8,691
Supplemental disclosure of non-cash financing activities:
Conversion of promissory note payable - Sponsor and advances from Sponsor into shares of common stock	$	5,211,417		$	—
Forfeiture and cancellation of Founders’ shares	$	—		$	770
Forfeiture of deferred underwriters’ discount	$	—		$	12,075,000
Distribution due to Class A Stockholders	$	—		$	1,252,386
Settlement of final distributions to Class A Stockholders		100,351			—

F-6

~~F-5~~SENTINEL ENERGY SERVICES INC.

~~SENTINEL~~NOTES ~~ENERGY~~TO ~~SERVICES~~FINANCIAL ~~INC.~~STATEMENTS

~~NOTES~~1. TODescription ~~FINANCIAL~~of ~~STATEMENTS~~Organization and Business Operations

~~1. Description of~~ Organization and ~~Business Operations~~General

~~Organization~~Sentinel Energy Services Inc. ~~and~~(the ~~General~~“Company”) was incorporated in the Cayman Islands on June 5, 2017. The Company was formed as a blank check company for the purpose of effecting a merger, amalgamation, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The Company is also a “smaller reporting company” as defined in the Exchange Act of 1934, as amended (the “Exchange Act”).

On December 28, 2018, the Company changed its jurisdiction of incorporation from the Cayman Islands (“Sentinel Cayman”) to the State of Delaware (“Sentinel ~~Energy~~Delaware”), ~~Services~~as ~~Inc.~~described further below (the “~~Company~~Domestication”) ~~was~~and ~~incorporated~~continued into be named Sentinel Energy Services Inc. As a result of the Domestication, the securities of Sentinel Cayman ~~Islands~~converted oninto ~~June~~securities 5of Sentinel Delaware, ~~2017~~such that Sentinel Cayman’s issued and outstanding Class A ordinary shares (~~date~~the of“Class ~~inception~~A ordinary shares”). ~~The Company~~and ~~was~~Class ~~formed~~B ~~for~~ordinary shares (the ~~purpose~~“Class B ordinary shares”) automatically converted by operation of ~~effecting~~law ainto ~~merger,~~one ~~amalgamation,~~share ~~capital~~of Class A common stock ~~exchange~~(“Class A common stock”) and Class B common stock (“Class B common stock”), ~~asset~~of ~~acquisition~~Sentinel Delaware, ~~stock~~respectively. ~~purchase~~Similarly, each ~~reorganization~~of orSentinel ~~similar~~Cayman’s ~~business~~outstanding ~~combination~~units ~~with~~and ~~one~~warrants orautomatically ~~more~~converted ~~businesses.~~by ~~The~~operation ~~Company~~of islaw, anon ~~“emerging~~a ~~growth~~one-for-one ~~company~~basis,” into Units (as defined inbelow) ~~Section~~of 2Sentinel Delaware and warrants, including the Private Placement Warrants and Public Warrants (aeach as defined below) to ofacquire the ~~Securities~~corresponding ~~Act~~number of ~~1933~~shares of Class A common stock, asrespectively. ~~amended~~Accordingly, orall references to the ~~“Securities~~Company’s capital ~~Act,”~~stock asboth ~~modified~~before byand after the ~~Jumpstart~~ ~~Our~~Domestication ~~Business~~are ~~Startups~~referred ~~Act~~to ofas ~~2012~~shares ~~(the~~of “~~JOBS~~common ~~Act~~stock”) in this filing.

On At December 2831, ~~2018~~2021, the Company ~~changed~~had ~~its~~not ~~jurisdiction~~yet ofcommenced ~~incorporation~~operations. All ~~from~~activity ~~the~~through ~~Cayman~~December ~~Islands~~31, ~~(“Sentinel~~2021 ~~Cayman”)~~ relates to (1) the ~~State~~Company’s offormation ~~Delaware~~and ~~(“Sentinel~~issuance ~~Delaware”),~~of asthe ~~described~~Founder ~~further~~Shares ~~below~~ (~~the~~as ~~“Domestication”)~~defined ~~and continued~~in toNote be4), ~~named~~(2) ~~Sentinel~~the ~~Energy~~Public ~~Services~~Offering ~~Inc.~~(as Asdefined abelow) ~~result~~and ofsale ~~the Domestication, each~~ of ~~Sentinel~~warrants ~~Cayman’s~~in ~~issued~~a ~~and~~private ~~outstanding Class~~placement Ato ~~ordinary~~our ~~shares~~Sponsor (the “~~Class~~Private ~~A ordinary shares~~Placement Warrants”) ~~and~~which ~~Class~~closed Bin ~~ordinary~~November ~~shares~~2017, (3) the ~~“Class~~subsequent Ba ~~ordinary~~search ~~shares”) automatically~~for ~~converted~~a bybusiness ~~operation~~combination ofcandidate, ~~law~~including ~~into~~activities in ~~one~~connection ~~share~~with ofan ~~Class~~announced Aand ~~common~~subsequently ~~stock~~terminated ~~(“Class~~proposed Abusiness ~~common~~combination ~~stock”)~~ and ~~Class B common stock~~ (~~“Class~~4) Bliquidation ~~common stock”)~~activities, including liquidation of ~~Sentinel~~the ~~Delaware,~~Trust ~~respectively.~~Account ~~Similarly,~~(as ~~each~~defined ofbelow), ~~Sentinel~~following ~~Cayman~~the Company’s ~~outstanding~~ ~~units~~inability ~~and~~to ~~warrants~~consummate ~~automatically~~a ~~converted~~business bycombination ~~operation~~prior ofto ~~law~~the November 7, on2019 adeadline ~~one-for-one~~under ~~basis,~~the ~~into~~Company ~~units~~certificate of ~~Sentinel~~incorporation ~~Delaware and warrants to acquire~~ (the ~~corresponding~~“Charter”). ~~number~~The ofCompany ~~shares~~has ofnot ~~Class~~generated Aany ~~common~~operating revenues ~~stock,~~since ~~respectively~~inception. ~~Accordingly,~~The ~~all~~Company ~~references to~~generated ~~the~~non-operating ~~Company’s~~income ~~capital~~in ~~stock~~the ~~both~~form ~~before~~of ~~and~~interest ~~after~~income from the ~~Domestication~~proceeds ~~are~~derived ~~referred~~from tothe Public asOffering ~~shares~~and sale of ~~“common~~Private ~~stock” in~~Placement ~~this~~Warrants ~~filing~~until November 2019.

The Company intended to finance ~~registration~~its ~~statement~~initial ~~for~~business combination with proceeds from the Company’s initial public offering (the “Public Offering”) of the Company units (~~defined~~“Units”) ~~below~~and the sale of the Private Placement Warrants. Each Unit consisted of (A) one share of the Company’s Class A common stock, ~~for~~par ~~more~~value ~~information~~$0.0001 ~~see~~per ~~Note~~share 3(the “Public Shares”), ~~was~~and ~~declared~~(B) ~~effective~~one-third of one warrant exercisable to purchase byone share of the UCompany’s Class A common stock (each whole warrant, a “Public Warrant”), and from the Company’s private placement sale of warrants exercisable to purchase one share of Company’s Class A common stock (each, a “Private Placement Warrant”) to the Sentinel Management Holdings, LLC (the “Sponsor”).S. ~~Securities~~Upon the closings of the Public Offering and ~~Exchange~~the sale ~~Commission~~of the Private Placement Warrants, approximately $345,000,000 was placed in a trust account (the “~~SEC~~Trust Account”). onThe Company was not able to consummate a business combination prior to the November 27, 2019 deadline under the Company’s Charter. As a result, the Company commenced the liquidation of the Trust Account, which then had a balance of approximately $355,500,000, and returned the funds held therein to its public stockholders by redeeming 100% of the Public Shares in accordance with the Charter. During the liquidation period, the Company and the holders of the Public Warrants also executed an amendment to the Warrant Agreement, dated as of November 2, 2017, by and between the Company and Continental Stock Transfer & Trust Company, which automatically converted the Public Warrants into the right to receive $0.02 per whole Public Warrant, payable in cash. The redemption of the Public Shares and the conversion of the Public Warrants completely extinguished the public stockholders’ rights in the Company. In addition, the Sponsor forfeited the Private Placement Warrants as a result of the Company being unable to consummate a business combination prior to the deadline in its Charter.

At December 31, 2020, the Company had not yet commenced operations. All activity through December 31, 2020 relates to the Company’s formation and initial public offering (the “Public Offering”) described below, and since the closing of the Public Offering, a search for a business combination candidate, including activities in connection with the announced and subsequently terminated proposed business combination with Strike Capital, LLC (“Strike”) (as described in Note 5). The Company has not generated any operating revenues since inception. The Company generated nonF-~~operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Public Offering until November 2019.~~7

The Company intended to finance its initial business combination with proceeds from the Public Offering and sale of the Private Placement Warrants (defined in Note 3), the Company’s capital stock, debt or a combination of the foregoing. Upon the closings of the Public Offering and the sale of the Private Placement Warrants, approximately $345,000,000 was placed in a trust account (the “Trust Account”) (discussed below). The Company was not able to consummate a business combination prior to the November 7, 2019 deadline under the Company’s certificate of incorporation (the “Charter”). As a result, the Company commenced the liquidation of the Trust Account and returned the funds held therein to its public stockholders by redeeming 100% of the Company’s shares of Class A common stock included in the Units (as defined in Note 3) sold in the Public Offering (the “Public Shares”) in accordance with the Charter, which completely extinguished the public stockholders’ rights in the Company. In connection with the redemption of the Public Shares, each stockholder received approximately $10.30 per share on November 18, 2019. The Company withheld approximately $1~~.35~~,350,000 ~~million~~ from the distribution. In April 2020, the Company paid the income tax liability for the year ended December 31, 2019 of $259,284 and, following payment of distribution settlement expenses of $100,351, the Company distributed the remaining $1,152,035 to its ~~public~~ public shareholders on May 4, 2020 ~~(see Note 7)~~ for a distribution of approximately $0.03 per share. The Trust Account was subsequently closed with no balance remaining. In December 2019, the Company paid $225,990 in connection with the conversion of the Public Warrants.

~~Trust~~Following the redemption of ~~Account~~the Public Shares, the conversion of the Public Warrants and the forfeiture of the Private Placement Warrants, there were no Units, Public Shares, Public Warrants or Private Placement Warrants outstanding. Additional shares of Class A common stock were subsequently issued and shares of Class B common stock remain outstanding. For more information on additional issuances, see Note 4.

~~The proceeds~~Initial ~~held~~Business in the Trust Account were invested only in U.S. government treasury bills with a maturity of one hundred eighty (180) days or less or in money market funds that meet certain conditions under Rule 2a-7 under the Investment Company Act of 1940 and that invest only in direct U.S. government obligations. Funds were to remain in the Trust Account until the earlier of (i) the consummation of an initial business combination or (ii) the distribution of the Trust Account proceeds as described below. The remaining proceeds outside the Trust Account were to be used to pay for business, legal and accounting due diligence on prospective acquisitions and continuing general and administrative expenses.Combination

~~F-6~~The Company’s management had broad discretion with respect to the specific application of the net proceeds of the Public Offering, although substantially all of the net proceeds of the Public Offering were intended to be generally applied toward consummating an initial business combination.

~~SENTINEL~~The ~~ENERGY~~Charter ~~SERVICES~~and ~~INC~~the prospectus that the Company filed in connection with the Public Offering provided that the Company had 24 months after the closing of its Public Offering, or until November 7, 2019, to complete a business combination. During the period since the Company’s Public Offering, the Company diligently searched for a business to combine with in a transaction that would generate value for the Company’s stockholders; however, over the same period, the energy sector experienced significant headwinds, which increased the challenges faced by the Company in sourcing a compelling target business. Despite the Company’s best efforts, it was not able to consummate a business combination prior to the November 7, 2019 deadline under its Charter. As a result, the Company commenced the liquidation of the Trust Account and returned the funds held therein to its public stockholders by redeeming 100% of the Company’s Public Shares in accordance with the Charter, which together with the conversion of the Public Warrants extinguished the public stockholders’ rights in the Company.

~~NOTES~~Underwriting ~~TO FINANCIAL STATEMENTS~~Discount

~~In accordance~~Upon ~~with~~closing ~~the terms~~ of the ~~Investment Management Trust Agreement entered into by the Company in connection with the~~ Public Offering, ~~other than~~ the ~~withdrawal~~Company ofpaid ~~interest~~an tounderwriting ~~pay~~discount ~~income~~of ~~taxes,~~2.0% ~~if any, none~~ of the ~~funds~~per ~~held~~Unit inoffering ~~the~~price ~~Trust Account were~~ to bethe ~~released~~underwriters ~~until~~with ~~the~~an ~~earlier~~additional ~~of:~~ fee (i) the ~~completion~~“Deferred Discount”) of an3.5% ~~initial business combination;~~ (ii$12,075,000) ~~the redemption~~ of ~~any~~the ~~Public Shares~~gross ~~that~~offering ~~have~~proceeds ~~been~~payable ~~properly~~upon ~~tendered in connection with a stockholder vote to amend~~ the ~~Charter~~Company’s ~~to modify the substance or~~completion ~~timing~~ of ~~its~~an ~~obligation~~initial tobusiness ~~redeem~~combination. ~~100%~~The ofunderwriters ~~such~~were ~~shares~~not ofentitled ~~Class~~to Aany ~~common~~interest ~~stock~~accrued ifon itthe ~~does~~Deferred ~~not~~Discount. ~~complete~~In ~~an initial business combination~~accordance bywith ~~November 7, 2019; and (iii)~~ the ~~redemption~~terms of ~~100% of~~ the ~~Class~~underwriting Aagreement ~~common~~entered ~~stock~~into ~~included~~ in ~~the~~connection ~~Units~~with ~~sold in~~ the Public Offering ~~if the Company is unable to complete an initial business combination by November 7~~, ~~2019 (subject to~~ the ~~requirements~~underwriters offorfeited ~~law). The proceeds distributed from the Trust Account could become subject to the claims of the Company’s creditors, if~~ any, ~~which~~rights ~~could~~or ~~have priority over the~~ claims ofto the ~~Company’s~~Deferred ~~public~~Discount ~~stockholders.~~because ~~The~~the Company was unable to ~~complete~~consummate an initial business combination by the November 7, 2019 deadline under its Charter ~~and so it commenced the liquidation of the assets in the Trust Account on November 8, 2019~~.

~~Initial Business~~Liquidity ~~Combination~~and Going Concern

~~The~~ In connection with the Company’s assessment ~~management~~of ~~had~~going ~~broad~~concern ~~discretion~~considerations ~~with~~in ~~respect~~accordance towith the ~~specific~~Financial ~~application~~Accounting ofStandards ~~the~~Board’s ~~net~~(FASB”) ~~proceeds~~Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the ~~Public~~Company ~~Offering~~determined that it does not have sufficient liquidity to meet its future obligations; however, management ~~although~~has ~~substantially~~determined ~~all~~that, ofpursuant to a commitment letter from the ~~net~~Sponsor, ~~proceeds~~it has access to funds from the Sponsor that alleviate going concern. As of December 31, 2021, the ~~Public~~Company ~~Offering~~had ~~were~~a ~~intended~~working tocapital bedeficit ~~generally~~of ~~applied~~approximately ~~toward~~$281,000, ~~consummating~~current liabilities of approximately $338,000 anand ~~initial~~had ~~business~~cash ~~combination~~of approximately $8,300.

~~The Charter~~Pursuant ~~and~~a ~~the~~commitment ~~prospectus that the Company filed in connection with the Public Offering provided that the Company had 24 months~~letter ~~after~~from the ~~closing of its Public Offering~~Sponsor, orthe ~~until~~Sponsor ~~November~~intends ~~7, 2019,~~ to ~~complete~~financially asupport ~~business combination. During~~ the ~~period since the~~ Company’s ~~Public~~sufficient ~~Offering,~~for the Company ~~diligently searched for a business~~ to ~~combine~~satisfy ~~with~~its inworking acapital ~~transaction that would~~needs ~~generate~~until ~~value~~at ~~for~~least ~~the~~April ~~Company’s stockholders; however~~15, ~~over~~2023. ~~the~~For ~~same~~additional ~~period~~information, ~~the~~see ~~energy sector experienced significant headwinds, which increased~~ the ~~challenges~~information ~~faced~~under by the ~~Company~~captions in“Advances ~~sourcing~~from aRelated ~~compelling target business. Despite the Company’s~~Parties,” ~~best~~“Promissory ~~efforts,~~Note itPayable ~~was~~– ~~not able to consummate a business combination prior to the November 7~~Sponsor,” ~~2019~~“Contributions ~~deadline~~from ~~under~~Related ~~its~~Party” ~~Charter. As a result, the Company commenced the liquidation of the Trust Account~~ and ~~returned~~“Administrative ~~the funds held therein to its public stockholders~~Support byAgreement” ~~redeeming 100% of the Company’s Public Shares~~ in ~~accordance~~Note ~~with the Charter, which extinguished the public stockholders’ rights in the Company~~4.

~~Liquidation~~The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios.

~~As discussed~~The ~~above, the~~ Company ~~was~~has not established ~~able~~any tosource ~~consummate~~of arevenue ~~business combination prior~~ to ~~the~~cover ~~November~~its 7,operating ~~2019 deadline under its Charter~~costs. AsManagement aplans ~~result,~~to ~~the~~fund ~~Company~~operating ~~commenced~~expenses ~~the~~with ~~liquidation~~a ofcommitment ~~the~~letter from ~~Trust Account and returned~~ the ~~funds held therein of approximately $355~~Sponsor.5 ~~million~~The tofinancial ~~its~~statements ~~public~~do ~~stockholders~~not byinclude ~~redeeming~~any ~~100%~~adjustments ofrelating to the ~~Company’s~~recoverability ~~shares~~and ofclassification ~~Class A common stock included~~of inrecorded ~~the~~assets, ~~Units~~or ~~sold in~~ the ~~Public~~amounts ~~Offering~~and inclassification ~~accordance~~of ~~with~~liabilities ~~the~~that ~~Charter.~~might Inbe ~~connection~~necessary ~~with~~in the ~~redemption~~event ofthat the ~~Public~~Company ~~Shares,~~cannot ~~each~~continue ~~stockholder~~as ~~received~~a ~~approximately~~going ~~$10~~concern.~~30 per share on November 18, 2019.~~

Upon closing of the closing of the Public Offering, the Company paid an underwriting discount of 2.0% of the per Unit offering price to the underwriters with an additional fee (the “Deferred Discount”) of 3.5% ($12,075,000) of the gross offering proceeds payable upon the Company’s completion of an initial business combination. In accordance with the terms of the underwriting agreement entered into in connection with the Public Offering, the underwriters forfeited any rights or claims to the Deferred Discount because the Company was unable to consummate an initial business combination by the November 7, 2019 deadline under its Charter.F-8

~~The Company withheld approximately $1~~2.35 ~~million~~Summary from the distribution in order to pay the income tax liability for the year ended December 31, 2019, after which the Company would distribute the remaining proceeds to the public stockholders. In April 2020, the Company paid the income tax liability for the year ended December 31, 2019 of ~~$259,284~~Significant ~~and~~Accounting ~~distributed the remaining $1,152,035 to its public stockholders for a distribution of approximately $0.03 per share.~~Policies

~~F-7~~Basis of Presentation

~~SENTINEL~~The ~~ENERGY~~accompanying ~~SERVICES~~financial statements ~~INC~~of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the accounting and disclosure rules and regulations of the SEC.

~~NOTES~~Emerging TOGrowth ~~FINANCIAL STATEMENTS~~Company

~~During~~The Company is an “emerging growth company,” as defined in Section 2(a) of the ~~liquidation~~Securities ~~period~~Act, as modified by the ~~Company~~JOBS Act, and ~~the~~it ~~holders~~may oftake ~~its~~advantage ~~Public~~of ~~Warrants~~certain exemptions ~~(defined~~from invarious ~~Note~~reporting 3)requirements ~~executed~~that anare ~~amendment~~applicable to ~~the~~other ~~Warrant Agreement,~~public ~~dated~~companies asthat ofare ~~November~~not 2emerging growth companies including, but ~~2017~~not limited to, ~~between~~not ~~the~~being ~~Company~~required ~~and~~to ~~Continental~~comply ~~Stock~~with ~~Transfer~~the &auditor ~~Trust~~attestation ~~Company,~~requirements toof ~~automatically convert~~Section ~~each~~404 of the ~~Company’s~~Sarbanes-Oxley 11Act,~~500,000~~ ~~outstanding~~reduced disclosure ~~Public~~obligations ~~Warrants~~regarding ~~into~~executive ~~the~~compensation ~~right~~in toits ~~receive~~periodic ~~$0.02~~reports ~~per~~and ~~whole~~proxy ~~Public Warrant~~statements, ~~payable~~ inand ~~cash.~~exemptions Infrom ~~December~~the ~~2019,~~requirements of ~~the~~holding ~~Company~~a ~~paid~~nonbinding ~~$225,990~~advisory tovote ~~its~~on ~~warrant~~executive ~~holders~~compensation inand ~~relation~~stockholder toapproval ~~the~~of ~~automatic~~any ~~redemption~~golden ~~of the~~parachute ~~warrants~~payments not previously approved.

~~Mandatory~~Further, Section 102(b)(1) ~~Liquidation~~of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, ~~Going~~those ~~Concern~~that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and ~~Liquidity~~comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is (i) not an emerging growth company or (ii) an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

~~The Company~~Use ~~was unable to complete an initial business combination by the November 7, 2019 deadline in its Charter. The Company (i) ceased all operations except for the purpose~~ of winding up; (ii) redeemed the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s income taxes of approximately $10.30 per share (less up to $100,000 of such net interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption extinguished public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, dissolve and liquidate, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.Estimates

The preparation of financial ~~Sponsor~~statements ~~and~~in conformity with GAAP requires the Company’s ~~officers~~management ~~and~~to ~~directors~~make ~~entered~~estimates ~~into~~and ~~letter~~assumptions ~~agreements~~that ~~with~~affect the ~~Company,~~reported amounts ~~pursuant~~of toassets ~~which~~and ~~they agreed~~liabilities toand ~~waive~~disclosure ~~their~~of ~~rights~~contingent toassets ~~liquidating~~and ~~distributions~~liabilities ~~from~~at the ~~Trust~~date ~~Account~~of ~~with~~the ~~respect~~financial tostatements ~~any~~and ~~Founder~~the reported ~~Shares~~amounts ~~(as~~of ~~defined below)~~expenses ~~held~~during bythe ~~them~~reporting ifperiods. ~~the~~Actual ~~Company~~results ~~was~~could ~~unable~~differ tofrom ~~complete~~those ~~the~~estimates. ~~initial~~Making ~~business~~estimates ~~combination~~requires management byto ~~November~~exercise 7,significant ~~2019~~judgement. ~~However,~~It ifis ~~the Sponsor~~at orleast ~~any~~reasonably ofpossible that the ~~Company’s~~estimate ~~directors,~~of ~~officers~~the oreffect ~~affiliates~~of ~~acquired~~a ~~shares~~condition, situation or set of ~~Class~~circumstances Athat ~~common~~existed ~~stock~~at inthe ordate ~~after~~of the ~~Public~~ ~~Offering~~financial statements, ~~they~~which ~~were~~management ~~entitled~~considered toin ~~liquidating~~formulating ~~distributions~~its ~~from~~estimate, could ~~the~~change ~~Trust~~in ~~Account~~the ~~with~~near ~~respect~~term due to ~~such~~one ~~shares~~or ifmore ~~the~~future ~~Company was~~confirming ~~unable~~events. toAccordingly, ~~complete~~ the ~~initial~~actual ~~business~~results ~~combination~~could ~~within~~differ ~~the~~significantly from ~~prescribed~~those ~~time period~~estimates.

~~In connection~~Concentration ~~with the Company’s assessment~~ of ~~going~~Credit concern considerations in accordance with FASB’s Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company determined that it does not have sufficient liquidity to meet its future obligations; however, management has determined that it has access to funds from Sponsor pursuant to a commitment letter from the Sponsor that alleviate going concern. As of December 31, 2020, the Company had a working capital deficit of approximately $203,500, current liabilities of approximately $337,700 and cash of approximately $77,800.Risk

~~During the~~Financial ~~first~~instruments ~~quarter~~that potentially ofsubject ~~2020,~~ the ~~Sponsor funded the~~ Company ~~approximately $1,830,000 in order for the Company~~ to ~~pay~~concentration ~~down its obligations. During the first two quarters~~ of ~~2020,~~credit ~~the~~risk ~~Sponsor~~consist ~~converted the $5,211,417~~ of ~~the~~a ~~outstanding~~cash ~~convertible~~account ~~note and previous advances into 521,142 shares of Class A Common Stock of the Company. On May 15, 2020, the Sponsor paid $25,000 to the Company~~ in ~~exchange for~~a ~~the~~financial ~~issuance~~institution ofwhich ~~2,500~~at ~~shares~~times ~~of Class A Common Stock to the Sponsor. On August 7, 2020, the Sponsor paid a $197,687 capital~~may ~~contribution~~exceed to the ~~Company~~federal indepository ~~exchange~~insurance ~~for~~credit ~~the~~limit ~~issuance~~ of 19$250,~~769 shares of Class A Common Stock~~000. OnAt December 1531, ~~2020,~~2021 ~~the~~and ~~Sponsor paid a $75~~2020,~~000~~ ~~capital contribution to~~ the Company inhad ~~exchange~~not ~~for~~experienced ~~the issuance of 7,500 shares of Class A Common Stock. In addition,~~losses ~~the~~on ~~Sponsor~~this ~~intends~~account toand ~~financially~~management ~~support~~believes the Company ~~sufficient~~is ~~for~~not ~~the~~exposed ~~Company~~ to ~~satisfy~~significant ~~its~~risks ~~working~~on ~~capital~~such ~~needs through one year from the date of the issuance of the financial statements~~account.

~~F-8~~Risks and Uncertainties

~~SENTINEL~~Management ~~ENERGY~~continues ~~SERVICES~~to ~~INC~~evaluate the impact of the COVID-19 outbreak and other events (such as the recent invasion by Russia of Ukraine and any further escalation of hostilities related thereto, terrorist attacks, natural disasters or a significant outbreak of other infectious diseases), on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, close of the Initial Public Offering and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~NOTES TO FINANCIAL STATEMENTS~~F-9

~~2. Summary~~Financial ~~of Significant Accounting Policies~~Instruments

~~Basis~~ The fair value of ~~Presentation~~the Company’s assets and liabilities, which qualify as financial instruments under FASB Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the condensed balance sheets.

~~The accompanying~~Cash ~~financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”)~~ and ~~pursuant~~Cash ~~to the accounting and disclosure rules and regulations of the SEC.~~Equivalents

~~Emerging~~The Company considers all ~~Growth~~short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2021 and 2020.

~~The Company~~Net isLoss anPer ~~“emerging~~Share ~~growth company,” as defined in Section 2(a)~~ of ~~the~~Common Securities Act, as modified by the JOBS Act, and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.Stock

~~Further, Section~~Net ~~102(b)(1)~~loss ofper ~~the~~share ~~JOBS~~of ~~Act exempts emerging growth companies from being required to comply with new or revised financial~~common ~~accounting~~stock ~~standards until private companies (that~~ is, ~~those~~computed ~~that~~by ~~have~~dividing ~~not~~net ~~had~~loss aapplicable ~~Securities~~to ~~Act registration statement declared effective or do not have a class of securities registered under~~ the ~~Exchange~~shares ~~Act~~ of ~~1934,~~common asstock ~~amended~~by (the ~~“Exchange~~weighted ~~Act”)) are~~average ~~required~~number toof ~~comply~~shares ~~with~~outstanding for the ~~new or revised financial accounting standards~~periods. ~~The~~As ~~JOBS Act provides that~~ a ~~company~~result ~~can~~of ~~elect to~~the ~~opt~~redemption ~~out~~ of ~~the~~Public ~~extended~~Shares ~~transition~~in ~~period~~November ~~and~~2019, ~~comply~~for ~~with~~ the ~~requirements~~years ~~that~~ended ~~apply~~December ~~to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period~~31, ~~which means~~2021 ~~that when a standard is issued or revised~~ and ~~it has different application dates for public or private companies~~2020, the ~~Company,~~Class asA anshares ~~emerging~~have ~~growth~~no ~~company,~~specific ~~can~~redemption ~~adopt~~rights. ~~the~~As ~~new~~a orresult, ~~revised~~net ~~standard~~loss atper ~~the~~common ~~time~~share ~~private~~is ~~companies~~calculated ~~adopt~~by dividing the ~~new~~net orloss ~~revised~~by ~~standard. This may make comparison of~~ the ~~Company’s financial statements with another public company which is (i) not an emerging~~weighted ~~growth~~average ~~company~~number ~~or (ii) an emerging growth company which has opted out~~ of ~~using~~Class ~~the~~A ~~extended~~and ~~transition~~Class ~~period~~B ~~difficult~~shares oroutstanding ~~impossible because~~for of the ~~potential differences in accounting standards used~~periods.

~~Use of~~Income ~~Estimates~~Taxes

The Company follows the asset ~~preparation~~and liability method of ~~financial~~accounting ~~statements~~for inincome ~~conformity~~taxes ~~with~~under ~~GAAP~~FASB ~~requires~~ASC ~~the~~Topic ~~Company’s~~740, ~~management~~“Income toTaxes.” ~~make~~Deferred ~~estimates~~tax ~~and~~assets ~~assumptions~~and ~~that~~liabilities ~~affect~~are recognized for the ~~reported~~estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and ~~disclosure~~their ofrespective ~~contingent~~tax bases. Deferred income tax assets and liabilities atare measured using enacted tax rates expected to apply to taxable income in the ~~date~~years ofin which those temporary differences are expected to be recovered or ~~the~~settled. ~~financial~~The ~~statements~~effect ~~and~~on ~~the~~deferred ~~reported~~tax ~~amounts~~assets and liabilities of ~~expenses~~a ~~during~~change in tax rates is recognized in income in the ~~reporting~~period ~~periods~~that included the enactment date. ~~Actual~~Valuation ~~results~~allowances ~~could~~are ~~differ~~established, ~~from~~when ~~those estimates~~necessary, to reduce deferred tax assets to the amount expected to be realized.

~~Concentration~~FASB Topic ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of ~~Credit~~tax ~~Risk~~positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2021 and 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties at December 31, 2021 and 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

~~Financial instruments~~The ~~that~~Company ~~potentially~~may be subject to ~~the~~potential ~~Company~~examination toby ~~concentration~~federal, ofstate, ~~credit~~and ~~risk~~city ~~consist~~taxing ofauthorities ain ~~cash~~the ~~account~~areas inof aincome ~~financial~~taxes. ~~institution which~~These atpotential ~~times~~examinations may include ~~exceed~~questioning the ~~federal~~timing ~~depository~~and ~~insurance~~amount ~~coverage~~ of ~~$250~~deductions,~~000.~~ Atthe ~~December~~nexus ~~31,~~of ~~2020~~income ~~and~~among ~~2019~~various tax jurisdictions, ~~the~~and ~~Company~~compliance ~~had~~with federal, ~~not~~state, ~~experienced~~and ~~losses~~city ontax ~~this~~laws. ~~account~~The ~~and~~Company’s management ~~believes~~does not expect that the ~~Company~~total isamount ~~not~~of ~~exposed~~unrecognized totax ~~significant~~benefits ~~risks~~will onmaterially change ~~such~~over ~~account~~the next twelve months.

~~Risks~~During the years ended December 31, 2021 and ~~Uncertainties~~2020, the Company recorded income tax expense of $0.

~~Management continues~~Subsequent to evaluate the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and results of its operations, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.Events

~~Financial~~The Company evaluated subsequent events and transactions that occurred ~~Instruments~~after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheets.F-10

~~F-9~~Recent Accounting Pronouncements

~~SENTINEL~~The ~~ENERGY~~Company’s ~~SERVICES~~management does ~~INC~~not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have an effect on the Company’s financial statements.

~~NOTES~~3. TOPublic ~~FINANCIAL~~Offering ~~STATEMENTS~~& Private Placement Warrants

~~Cash~~In November 2017, the Company closed its Public Offering of 34,500,000 units at a price of $10.00 per Unit, with gross proceeds of $345,000,000 from the sale of Units. The closings occurred on November 7, 2017 with respect to 30,000,000 Units and ~~Cash~~on ~~Equivalents~~November 9, 2017 with respect to 4,500,000 Units related to the exercise of the underwriters’ overallotment option.

~~The~~During the liquidation period, the Company ~~considers~~and ~~all~~the ~~short-term~~holders ~~investments~~of ~~with~~its Public Warrants executed an ~~original~~amendment ~~maturity~~to the Warrant Agreement, dated as of ~~three~~November ~~months~~2, or2017, ~~less~~between the ~~when~~Company ~~purchased~~and Continental Stock Transfer & Trust Company, to beautomatically convert all of the outstanding Public Warrants into the right to receive $0.02 per whole Public Warrant, payable in cash. ~~equivalents~~In December 2019, the Company paid $225,990 to its warrant holders in connection with the conversion of the Public Warrants.

~~Net~~Simultaneously with the closing ~~Income~~of the Public Offering on November 7, 2017, the Sponsor purchased an aggregate of 5,333,333 Private Placement Warrants at a price of $1.50 per whole warrant (~~Loss~~$8,000,000 in gross proceeds) ~~Per~~in ~~Share~~a private placement. Simultaneously with the closing of ~~Common~~the ~~Stock~~overallotment, the Company consummated the private placement of an additional 600,000 Private Placement Warrants to the Sponsor, generating additional gross proceeds of $900,000.

~~Net income~~The ~~(loss)~~Company ~~per~~paid ~~share~~an underwriting discount of ~~common~~2.0% ~~stock~~of isthe ~~computed~~per byUnit ~~dividing~~offering ~~net~~price ~~income~~to ~~(loss)~~the ~~applicable~~underwriters toat the ~~shares~~closing of ~~common stock by~~ the ~~weighted~~Public ~~average~~Offering, ~~number~~with ofthe ~~shares~~Deferred ~~outstanding~~Discount payable ~~for~~upon the ~~period.~~Company’s Ascompletion of ~~December~~an ~~31,~~initial ~~2019,~~business ~~the~~combination. ~~Company~~The ~~has~~Deferred ~~not~~Discount ~~considered~~was payable to the underwriters ~~effect~~from of the ~~warrants~~amounts ~~sold~~held in the ~~Public~~Trust ~~Offering~~Account ~~and~~solely ~~private~~in ~~placement~~the toevent ~~purchase~~the anCompany ~~aggregate~~completed ofits ~~17,433,333~~initial ~~shares~~business ofcombination. ~~Class A~~In ~~common~~accordance ~~stock in~~ with the ~~calculation~~terms of ~~diluted~~the ~~income~~underwriting ~~(loss)~~agreement ~~per~~entered ~~share,~~into ~~since~~in ~~their~~connection ~~inclusion~~with ~~would be anti-dilutive under~~ the ~~Treasury Stock~~Public ~~method. As a result~~Offering, ~~diluted~~the ~~net~~underwriters ~~income~~forfeited ~~(loss)~~any ~~per~~rights ~~share~~or claims ofto ~~common~~the ~~stock~~Deferred isDiscount because the ~~same~~Company aswas ~~basic~~unable ~~net~~to ~~income~~consummate ~~per~~an ~~share~~initial ofbusiness ~~common stock~~combination asby ofthe ~~December~~November 317, 2019 deadline under its Charter.

~~The Company’s~~Following ~~statements~~the ofredemption ~~operations include a presentation~~ of ~~income (loss) per share for Class A common stock subject to~~ ~~redemption~~the inPublic aShares, ~~manner similar to~~ the ~~two-class~~conversion ~~method~~ of ~~income~~the ~~per~~Public ~~share.~~Warrants ~~Net income per share, basic~~ and ~~diluted for Class A common stock is calculated by dividing~~ the ~~investment~~forfeiture ~~income~~of ~~earned on~~ the ~~Trust~~Private ~~Account~~Placement ~~of $6~~Warrants,~~890,275,~~ ~~net~~there ofwere ~~applicable~~no ~~income and franchise taxes of $258~~Units,~~923~~ ~~and $4~~Public Shares,~~089,~~ ~~respectively,~~Public byWarrants ~~the~~or ~~weighted~~Private ~~average~~Placement ~~number~~Warrants ofoutstanding. Additional shares of Class A common stock ~~outstanding for~~were ~~the~~subsequently ~~year ended December 31, 2019. Net loss per share, basic~~ issued and ~~diluted~~shares ~~for~~of Class B common stock isremain ~~calculated~~outstanding. byFor ~~dividing the~~more ~~net~~information ~~income,~~on ~~less~~additional ~~income attributable to Class A common stock of $6~~issuances,~~890,275,~~ bysee ~~the~~Note ~~weighted average number of shares of Class B common stock outstanding for the year ended December 31, 2019~~4.

~~As a result of the redemption of Public Shares in November 2019, for the year ended December 31, 2020, the Class A shares have no specific redemption rights~~4. AsRelated aParty ~~result, net loss per common share is calculated by dividing the net loss of $148,800 by the weighted average number of Class A and Class B shares outstanding for the period.~~Transactions

~~Income Taxes~~Founder Shares

~~The Company~~In ~~follows~~June ~~the~~2017 ~~asset~~prior ~~and~~to ~~liability~~the Public ~~method~~Offering, ofthe ~~accounting~~Sponsor ~~for~~entered ~~income~~into ~~taxes~~an ~~under~~Amended ~~FASB ASC Topic 740, “Income Taxes.” Deferred tax assets~~ and ~~liabilities~~Restated ~~are~~Securities ~~recognized~~Purchase Agreement, for the ~~estimated~~purchase ~~future~~of ~~tax~~14,375,000 ~~consequences attributable to differences between~~shares ~~the~~of ~~financial~~Class ~~statements~~B ~~carrying~~common ~~amounts~~stock of(the ~~existing~~“Founder ~~assets~~Shares”) ~~and~~for ~~liabilities~~$25,000, ~~and~~or ~~their~~approximately ~~respective~~$0.002 ~~tax~~per ~~bases~~share. ~~Deferred~~The ~~income~~Sponsor ~~tax assets~~is ~~and~~a ~~liabilities~~portfolio company ~~are~~of ~~measured~~CSL ~~using~~Capital ~~enacted~~Management, ~~tax~~L.P., ~~rates~~an ~~expected~~energy toservices-focused ~~apply~~private toequity ~~taxable~~fund. ~~income~~Following in the ~~years~~redemption inof ~~which~~the ~~those~~Public ~~temporary~~Shares, ~~differences~~the ~~are~~conversion ~~expected~~of tothe bePublic ~~recovered~~Warrants ~~or settled. The effect on deferred tax assets~~ and ~~liabilities~~the forfeiture of athe ~~change~~Private inPlacement ~~tax~~Warrants ~~rates is~~noted ~~recognized~~above, ~~in income in~~ the ~~period~~only ~~that~~securities ~~included~~of the ~~enactment date. Valuation allowances are established, when necessary,~~Company tooutstanding ~~reduce~~were ~~deferred tax assets to~~ the ~~amount~~Founder ~~expected to be realized~~Shares.

~~FASB~~The Founder Shares are ~~Topic~~identical ~~ASC~~to ~~740~~the ~~prescribes~~shares aof ~~recognition~~Class ~~threshold~~A ~~and~~common astock ~~measurement~~that ~~attribute~~were ~~for~~included in the ~~financial~~Units ~~statement~~sold ~~recognition~~in ~~and~~the ~~measurement~~ Public Offering except that (1) holders of the ~~tax~~Founder ~~positions~~Shares ~~taken~~have orthe ~~expected~~right to bevote ~~taken~~on inthe aelection ~~tax~~of ~~return.~~directors ~~For~~prior ~~those~~to ~~benefits~~an toinitial bebusiness ~~recognized~~combination, a(2) ~~tax~~the ~~position~~Founder ~~must be more~~Shares ~~likely~~are ~~than~~subject ~~not~~ to becertain ~~sustained~~transfer ~~upon~~restrictions, ~~examination~~as bydescribed ~~taxing~~in ~~authorities.~~more ~~There~~detail ~~were~~below, no(3) ~~unrecognized~~holders ~~tax~~of ~~benefits~~the asFounder ofShares ~~December 31,~~entered ~~2020~~into ~~and~~letter agreements ~~2019.~~with ~~The~~the Company ~~recognizes~~pursuant ~~accrued~~to ~~interest~~which ~~and~~they ~~penalties~~agreed ~~related~~ to ~~unrecognized~~waive ~~tax~~their ~~benefits~~redemption asrights ~~income~~with ~~tax~~respect ~~expense. No~~to ~~amounts~~any ~~were~~Founder ~~accrued~~Shares ~~for~~held by them in connection with the ~~payment~~completion of ~~interest~~an ~~and~~initial ~~penalties~~business atcombination, ~~December~~(4) ~~31,~~the ~~2020~~Founder ~~and~~Shares ~~2019.~~will ~~The~~automatically ~~Company~~convert ison ~~currently~~a ~~not~~one-for-one ~~aware~~basis ofinto ~~any~~shares ~~issues~~of ~~under~~Class ~~review~~A ~~that~~common ~~could~~stock ~~result~~at inthe ~~significant~~time ~~payments,~~of ~~accruals~~an orinitial ~~material~~business ~~deviation~~combination ~~from~~and ~~its~~(5) ~~position. The~~the ~~Company~~Founder isShares are subject to ~~income~~registration rights, ~~tax~~as ~~examinations~~described ~~by major taxing authorities since inception~~below.

The Company may be subject to potential examination by federal, state, and city taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions, and compliance with federal, state, and city tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.F-11

~~During the~~In ~~years~~August ~~ended~~2017, ~~December~~the 31Sponsor surrendered 5,750,000 ~~2020~~shares ~~and~~of ~~2019,~~its Class B common stock for no consideration to adjust its holdings to an expected 20% of the Company’s combined ~~recorded~~outstanding ~~income~~shares ~~tax~~of ~~expense~~Class ofA ~~approximately~~common $0stock and ~~$259~~Class B common following the Public Offering,~~000~~ resulting in the Sponsor holding an aggregate of 8,625,000 ~~respectively~~Founder Shares.

~~F-10~~In October 2017 and April 2018, the Sponsor transferred 37,500 Founder Shares to Marc Zenner and Jon A. Marshall, respectively, both of whom were independent directors of the Company at the time, at the original purchase price. Each of the Sponsor and Messrs. Zenner and Marshall subsequently agreed to forfeit 90% of their Founder Shares when the Company was unable to consummate a business combination prior to the deadline in its Charter, resulting in the Sponsor currently holding 855,000 Founder Shares and each of Messrs. Zenner and Marshall owning 3,750 Founder Shares. As a result, the total number of Founder Shares outstanding as of December 31, 2021 is 862,500.

~~SENTINEL~~Transfer ~~ENERGY SERVICES INC.~~Restrictions

~~NOTES~~The TOterms ~~FINANCIAL~~applicable ~~STATEMENTS~~to the Founder Shares provide that, subject to limited exceptions, the Sponsor may not transfer, assign or sell any of the same until the earlier to occur of: (A) one year after the completion of the initial business combination or (B) subsequent to the initial business combination, (x) if the last sale price of the Company’s Class A common stock equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial business combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s stockholders having the right to exchange their common stock for cash, securities or other property. The Sponsor transferred the portion of its Founder Shares noted above to Messrs. Zenner and Marshall in accordance with those terms or pursuant to a waiver thereof.

~~Related Parties~~Registration Rights

The holders of Founder Shares that may be issued equity securities of the Company ~~follows~~upon ~~FASB~~conversion ~~ASC~~of ~~850-10~~working ~~for~~capital loans may be entitled to registration rights (in the ~~identification~~case of ~~related~~the ~~parties~~Founder ~~and~~Shares, ~~disclosure~~only after conversion of ~~related~~such ~~party~~shares ~~transactions~~to shares of Class A common stock) pursuant to a registration rights agreement, by and between the Company, the Sponsor and Mr. Zenner. The registration rights include certain demand and “piggyback” rights.

~~Pursuant to ASC 850-10-20~~However, the ~~Company’s~~registration rights ~~related~~agreement ~~parties~~provides ~~include:~~that ~~(a) affiliates of~~ the Company ~~(“Affiliate”~~will ~~means,~~not ~~with respect~~permit to any ~~specified~~registration ~~person,~~statement ~~any~~filed ~~other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is~~ under ~~common control with such person, as such terms are used in and construed under Rule 405 under~~ the Securities Act); ~~(b)~~to ~~entities~~become ~~for~~effective until ~~which~~termination ~~investments in their equity securities would be required, absent the election~~ of the ~~fair~~applicable ~~value option under the Fair Value Option Subsection of Section 825~~lock-~~10-15,~~up toperiod ~~be accounted~~ for by the ~~equity~~securities method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to ~~an extent that one of the transacting parties might~~ be ~~prevented~~registered. ~~from~~The ~~fully~~Company ~~pursuing~~will ~~its~~bear ~~own separate interests; and (g) other parties that can significantly influence~~ the ~~management~~expenses orincurred ~~operating policies of the transacting parties or that have an ownership interest~~ in ~~one~~connection ofwith the ~~transacting~~filing ~~parties and can significantly influence the other to an extent that one or more~~ of ~~the~~any ~~transacting~~such ~~parties might~~registration ~~be prevented from fully pursuing its own separate interests~~statements.

~~Subsequent Events~~Advances from Related Parties

~~The~~During ~~Company~~the ~~evaluated~~year ~~subsequent~~ended December ~~events~~31, 2021 and ~~transactions~~2020, ~~that~~the ~~occurred~~Sponsor ~~after~~or an affiliate of the ~~balance~~Sponsor ~~sheet~~incurred ~~date~~certain upadministrative toexpenses on behalf of the ~~date~~Company ~~that~~in the amount ~~financial~~of ~~statements~~$11,188 ~~were~~and ~~issued~~$15,858, respectively. ~~Based~~As ~~upon this~~of ~~review~~December 31, 2021 and 2020, the ~~Company~~outstanding ~~did~~balance ~~not~~on ~~identify~~the ~~any~~expenses ~~subsequent~~paid ~~events~~on ~~that~~the ~~would~~Company’s behalf ~~have~~was ~~required~~$0 ~~adjustment~~and or$12,063, ~~disclosure~~respectively. The Company repaid the $3,730 incurred in the ~~financial~~year ~~statements~~ended December 31, 2021 to the Sponsor using cash on hand.

~~Recent~~During the year ended December ~~Accounting~~31, ~~Pronouncements~~2020, the Sponsor advanced $1,832,134 to fund ongoing operations of the Company. These advances were due on demand and were non-interest bearing. During that same time period, the $4,211,777 outstanding in Sponsor advances, including the amount advanced in the year ended December 31, 2020, was converted into or treated as a capital contribution for which a total of 421,177 shares of Class A Common Stock of the Company was issued to the Sponsor at a conversion price of $10.00 per share. The Sponsor has made no subsequent advances. As of December 31, 2021 and 2020, the outstanding balance on the advances was $0.

The Company’s management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have an effect on the Company’s financial statements.F-12

~~3. Public~~Promissory ~~Offering~~Note Payable - Sponsor

~~In November~~On ~~2017~~March 1, ~~the~~2019, the Company ~~closed~~issued ~~its~~a ~~Public~~convertible ~~Offering~~promissory note (the “Convertible Promissory Note”) in the amount of 34up to $1,500,000 ~~units~~with the atSponsor ato ~~price~~fund ofthe ~~$10~~Company’s ongoing expenses.00 ~~per~~The ~~unit~~Convertible ~~(the~~Promissory ~~“Units”),~~Note does not bear interest and all unpaid ~~with~~principal ~~gross~~was ~~proceeds~~due and payable in full on the earlier of ~~$345~~November 7,~~000,000~~ ~~from~~2019 or the ~~sale~~consummation of ~~Units~~an initial business combination by the Company. The ~~closings~~Sponsor ~~occurred~~had onthe ~~November~~option 7,to ~~2017~~convert ~~with~~any ~~respect~~amounts outstanding under the Convertible Promissory Note into warrants of a post-business combination entity to 30purchase shares,~~000~~ at a conversion price of $1.50 per warrant. On March 31,~~000~~ 2020, the Sponsor ~~Units~~converted ~~and~~the on$999,640 ~~November~~outstanding 9into 99,964 ~~2017~~shares ~~with~~of ~~respect~~Class toA 4Common Stock of the Company at a conversion price of $10.00 per share. As a result,~~500,000~~ ~~Units~~the ~~related~~Convertible Promissory Note is no longer available to the ~~exercise~~Company as a source of financing and no amount has been outstanding thereunder since March 31, 2020. As of December 31, 2021 and 2020, the ~~underwriters’~~outstanding ~~overallotment~~balance on Convertible ~~option~~Promissory Note was $0.

~~Each Unit~~Contributions consisted of one share of Class A common stock, $0.0001 par value, and one-third of one warrant (each, a “Public Warrant” and, collectively, the “Public Warrants”). Each whole Public Warrant entitled the holder to purchase one share of Class A common stock at a price of $11.50 per share. No fractional shares would be issued upon separation of the Units and only whole Public Warrants would trade. Each Public Warrant would become exercisable on the later of 30 days after the completion of the Company’s initial business combination or 12 months from ~~the~~Related closing of the Public Offering and would expire five years after the completion of the Company’s initial business combination or earlier upon redemption or liquidation. Once the Public Warrants became exercisable, the Company would be permitted to redeem the outstanding Public Warrants in whole and not in part at a price of $0.01 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption, if and only if the last sale price of the Company’s Class A common stock equaled or exceeded $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sent the notice of redemption to the Public Warrant holders.Party

~~During~~ On May 15, 2020, the ~~liquidation~~Sponsor ~~period~~paid $25,000 to the Company ~~and~~in exchange for the ~~holders~~issuance of ~~its~~2,500 ~~Public~~shares ~~Warrants~~of ~~executed~~Class anA ~~amendment~~common stock to the ~~Warrant~~Sponsor. ~~Agreement~~On August 7, ~~dated as~~2020, ofthe ~~November~~Sponsor 2,paid ~~2017~~a $197,687 ~~between~~capital contribution to the Company ~~and~~in ~~Continental~~exchange ~~Stock~~for ~~Transfer~~the &issuance ~~Trust~~of ~~Company~~19,769 toshares ~~automatically~~of ~~convert~~Class ~~each of~~A ~~the~~common ~~Company’s~~stock. 11On December 15,~~500~~ 2020,~~000~~ ~~outstanding~~the ~~Public~~Sponsor ~~Warrants~~paid ~~into~~a ~~the~~$75,000 capital ~~right~~contribution to ~~receive~~the ~~$0.02~~Company ~~per~~in ~~whole~~exchange ~~Public~~for ~~Warrant~~the issuance of 7,500 ~~payable in~~shares ~~cash.~~of InClass ~~December~~A ~~2019~~common stock. Together, these contributions during the ~~Company~~fiscal ~~paid~~year ~~$225,990~~ended toDecember ~~its~~31, ~~warrant~~2020 ~~holders~~totaled $297,687, in ~~relation~~exchange tofor which the ~~automatic~~Company ~~redemption~~issued 29,769 shares of Class A common stock to the ~~warrants~~Sponsor.

~~F-11~~In May 2021, the Company received a contribution of $35,000 from the Sponsor to fund ongoing operations and expenses. The amount advanced by the Sponsor was treated as a capital contribution in exchange for which the Company issued to the Sponsor 3,500 shares of the Company’s Class A common stock at $10.00 per share on May 3, 2021.

~~SENTINEL~~As ~~ENERGY~~of ~~SERVICES~~December ~~INC~~31, 2021 and 2020, there were 554,411 and 550,911 shares of the Company’s Class A common stock outstanding, respectively, all of which are held by the Sponsor.

~~NOTES~~5. TOStockholders’ ~~FINANCIAL STATEMENTS~~Deficit

~~Simultaneously with~~Common the closing of the Public Offering on November 7, 2017, Sentinel Management Holdings, LLC (the “Sponsor”) purchased an aggregate of 5,333,333 private placement warrants at a price of $1.50 per whole warrant (approximately $8,000,000 in the aggregate) in a private placement (the “Private Placement Warrants”). Simultaneously with the closing of the overallotment, the Company consummated the private placement of an additional 600,000 Private Placement Warrants to the Sponsor, generating gross proceeds of approximately $900,000.Stock

The authorized common stock of the Company ~~paid~~includes anup ~~underwriting~~to ~~discount~~200,000,000 shares of ~~2.0%~~Class A common stock, par value of ~~the~~$0.0001 per ~~Unit~~share, ~~offering~~and ~~price~~20,000,000 toshares ~~the~~of ~~underwriters~~Class B atcommon ~~the~~stock, ~~closing~~par value of ~~the~~$0.0001 ~~Public Offering~~per share, ~~with~~or the ~~Deferred~~Founder ~~Discount~~Shares. ~~payable~~If ~~upon~~ the Company’s ~~completion~~entered ofinto an initial business combination., ~~The Deferred~~it ~~Discount~~may ~~was~~(depending ~~payable~~on to the ~~underwriters~~terms ~~from~~of ~~the~~such ~~amounts~~an ~~held~~initial inbusiness ~~the~~combination) ~~Trust~~be ~~Account~~required ~~solely~~to inincrease the ~~event~~number ~~the~~of ~~Company~~shares ~~completed its~~of ~~initial~~Class ~~business~~A ~~combination.~~common Instock which ~~accordance with~~ the ~~terms~~Company ofis ~~the~~authorized ~~underwriting~~to ~~agreement~~issue ~~entered~~at ~~into~~the insame ~~connection~~time ~~with~~as the ~~Public~~ ~~Offering,~~Company’s ~~the~~stockholders ~~underwriters~~vote ~~forfeited~~on ~~any~~an ~~rights~~initial orbusiness ~~claims~~ combination to the ~~Deferred~~extent ~~Discount because~~ the Company ~~was~~seeks ~~unable~~stockholder toapproval ~~consummate~~ in connection with an initial business combination. byHolders of the ~~November~~Company’s common 7,stock ~~2019~~are ~~deadline~~entitled ~~under~~to ~~its~~one ~~Charter~~vote for each share of common stock held by them.

~~4. Related Party Transactions~~F-13

~~Founder~~The Sponsor currently holds 855,000 Founder Shares and each of Messrs. Zenner and Marshall holds 3,750 Founder Shares. For a discussion of transactions resulting in these holdings as well as transactions related to Class A common stock, see Note 4.

~~In June~~At ~~2017~~December 31, ~~the~~2021 ~~Sponsor entered into an Amended~~ and ~~Restated~~2020, ~~Securities~~there ~~Purchase~~were ~~Agreement~~554,411 ~~for~~and ~~the purchase of 14~~550,~~375,000~~911 shares of Class BA common stock ~~(the~~issued ~~“Founder~~and ~~Shares”)~~outstanding, ~~for $25~~respectively,~~000,~~ orand ~~approximately $0.002 per share. As used herein~~862,500 ~~unless the~~and ~~context otherwise requires~~862,500 ~~“Founder Shares” shall be deemed to include the~~ shares of Class AB common stock ~~issuable upon~~issued ~~conversion~~and ~~thereof. The Sponsor is a portfolio company of CSL Capital Management~~outstanding, ~~L.P., an energy services-focused private~~ ~~equity fund~~respectively.

~~The Founder~~Preferred Shares are identical to the shares of Class A common stock included in the Units sold in the Public Offering except that (1) holders of the Founder Shares have the right to vote on the election of directors prior to an initial business combination, (2) the Founder Shares are subject to certain transfer restrictions, as described in more detail below, (3) holders of the Founder Shares entered into letter agreements with the Company pursuant to which they agreed to waive their redemption rights with respect to any Founder Shares held by them in connection with the completion of an initial business combination, (4) the Founder Shares are shares of Class B common stock that will automatically convert into shares of Class A common stock at the time of an initial business combination and (5) the Founder Shares are subject to registration rights, as described below.Stock

~~In August~~The ~~2017,~~Company ~~the~~is ~~Sponsor~~authorized to ~~surrendered~~issue 51,~~750~~000,000 shares of ~~its~~preferred ~~Class B common~~ stock ~~for no consideration~~, ~~resulting~~par invalue ~~the~~of ~~Sponsor holding~~$0.0001 anper ~~aggregate of 8~~share,~~625,000~~ ~~shares~~with ofsuch ~~Class~~designations, Bvoting ~~common~~and ~~stock.~~other ~~This~~rights ~~forfeiture~~and ~~also~~preferences as ~~adjusted~~may ~~the~~be ~~shares~~determined ~~subject to forfeiture~~ from ~~1,875,000~~time to ~~1,125,000,~~time ~~to the extent that the over-allotment option is not exercised in full~~ by the ~~underwriters so that the Founder Shares will represent 20.0% of the~~ Company’s ~~issued~~board ~~and~~of ~~outstanding shares after the Public Offering~~directors. AsAt ~~described above~~December 31, ~~the~~2021 ~~underwriters~~and ~~exercised their overallotment option in connection with the Public Offering in full~~2020, ~~and~~there ~~therefore~~were ~~none~~no shares of ~~the~~preferred ~~Founder~~stock ~~Shares~~issued ~~were~~or ~~forfeited~~outstanding.

~~In October 2017 and April 2018, the Sponsor transferred 37,500 Founder Shares to Marc Zenner and Jon A~~6. ~~Marshall,~~Income respectively, both of whom were at the time independent directors of the Company, at the original purchase price. The Sponsor forfeited 90% of the 8,550,000 Founder Shares and all of the 5,933,333 Private Placement Warrants held by it for no consideration because the Company was unable to consummate an initial business combination by the November 7, 2019 deadline under its Charter. Mr. Zenner and Mr. Marshall also forfeited 90% of their Founder Shares. As a result of these transfers and forfeitures, the Sponsor holds 855,000 Founder Shares and Mr. Zenner and Mr. Marshall hold 3,750 Founder Shares each.Taxes

~~Private~~The Company’s deferred ~~Placement~~tax ~~Warrants~~assets are as follows at December 31, 2021 and 2020:

Upon the closing of the Public Offering on November 7, 2017 and November 9, 2017, the Sponsor purchased an aggregate of 5,933,333 Private Placement Warrants at a price of $1.50 per whole warrant (approximately $8,900,000 in the aggregate) in a private placement that occurred simultaneously with the closing of the Public Offering. Each whole Private Placement Warrant is exercisable to purchase one share of Class A common stock at a price of $11.50 per share. A portion of the purchase price of the Private Placement Warrants was added to the proceeds from the Public Offering held in the Trust Account. The remaining portion of the purchase price was held outside the Trust Account for transaction and working capital expenses.

	December 31, 2021			December 31, 2020
Deferred tax asset
Net operating losses	$	26,195			33,879
Valuation Allowance		(26,195	)		(33,879	)
Deferred tax asset, net of allowance	$	-			-

~~F-12~~The income tax provision (benefit) consists of the following for the years ended December 31, 2021 and 2020:

SENTINEL ENERGY SERVICES INC.

	Year Ended December 31, 2021		Year Ended December 31, 2020
Federal
Current	$	23,690	$	31,248
Deferred		2,505		2,631
State and Local
Current		-		-
Deferred		-		-
Change in valuation allowance		26,195		33,879
Income tax provision	$	-	$	-

~~NOTES~~In TOassessing ~~FINANCIAL~~the ~~STATEMENTS~~realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the years ended December 31, 2021 and 2020, the change in the valuation allowance was $26,195 and $33,879, respectively.

~~An initial~~A ~~business~~reconciliation ~~combination was not completed by November 7, 2019, and therefore, the proceeds from the sale~~ of the ~~Private~~statutory ~~Placement Warrants~~tax ~~held~~rate ~~in the Trust Account were used~~ to ~~fund~~ the Company’s ~~redemption~~effective oftax ~~the~~rates ~~Public~~for ~~Shares (subject to~~ the ~~requirements~~years ofended ~~applicable law)~~December 31, ~~and~~2021 ~~the Private Placement Warrants expired worthless. The Private Placement Warrants were non-redeemable~~ and ~~exercisable on~~2020 ais ~~cashless basis so long~~ as ~~they were held by the Sponsor or its permitted transferees.~~follows:

Registration Rights


	Year Ended December 31, 2021			Year Ended December 31, 2020
Statutory federal income tax rate		21.0	%		21.0	%
State taxes, net of federal tax benefit		3.64	%		3.64	%
Other		(2.50	)%		(1.87	)%
Change in valuation allowance		(22.14	)%		(22.77	)%
Income tax provision (benefit)		0.00	%		0.00	%

The holders of Founder Shares may be entitled to registration rights pursuant to a registration rights agreement signed in connection with the Public Offering. These holders are entitled to certain demand and “piggyback” registration rights.F-14

~~However, the~~Item registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up period for the securities to be registered9. ~~The~~Changes ~~Company will bear the expenses incurred~~ in ~~connection~~and Disagreements with ~~the~~Accountants ~~filing~~on ofAccounting ~~any~~and ~~such~~Financial ~~registration statements~~Disclosure.

~~Advances from Related Parties~~None.

~~During the~~Item ~~year ended December 31, 2020, the Sponsor or an affiliate of the Sponsor incurred certain administrative expenses on behalf of the Company in the amount of $15,858~~9A. ~~The~~Controls Company reimburses the Sponsor or its affiliate for the incurrence of such administrative expenses. As of December 31, 2020, $12,063 of the $15,858 incurred on behalf of the Company during the year ended December 31, 2020 remained subject to repayment and ~~is included in accounts payable and accrued expenses on the accompanying balance sheets~~Procedures. ~~During the year ended December 31, 2019, the Sponsor also advanced $2,379,643 to fund ongoing operations of the Company.~~

~~During the~~Evaluation ~~first quarter~~ of ~~2020,~~Disclosure ~~the~~Controls ~~Sponsor advanced $1,832,134 to fund ongoing operations of the Company. These advances were due on demand~~ and were non-interest bearing. During that same time period, the Sponsor converted the $4,211,777 outstanding into 421,177 shares of Class A Common Stock of the Company at a conversion price of $10.00 per share. The Sponsor has made no subsequent advances.Procedures

AsUnder the supervision and with the participation of ~~December~~our 31management, ~~2020~~including our Chief Financial Officer (the “Certifying Officer”) who is both our principal executive and ~~2019~~principal financial officer, we carried out an evaluation of the ~~outstanding~~effectiveness ~~balance~~of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on the ~~advances~~evaluation, ~~was~~our Certifying $0Officers concluded that our disclosure controls and ~~$2,379,643,~~procedures ~~respectively~~were effective as of the end of the period covered by this Annual Report.

~~Promissory~~Disclosure controls and procedures ~~Note~~are ~~Payable~~controls -and ~~Sponsor~~other procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Certifying Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

~~On March~~We 1believe, ~~2019~~however, ~~the Company issued~~ that a ~~convertible~~controls ~~promissory note (the “Convertible Promissory Note”) in the amount of up to $1~~system,~~500,000~~ ~~with~~no ~~the~~matter ~~Sponsor~~how towell ~~fund~~designed ~~the Company’s ongoing expenses. The Convertible Promissory Note does not bear interest~~ and ~~all~~operated, ~~unpaid~~cannot ~~principal~~provide ~~was~~absolute ~~due~~assurance ~~and~~that ~~payable in full on~~ the ~~earlier~~objectives of ~~November 7, 2019 or~~ the ~~consummation~~controls ~~of an initial~~systems ~~business~~are ~~combination~~met, byand ~~the~~no ~~Company.~~evaluation ~~The Sponsor had the option to convert any amounts outstanding under the Convertible Promissory Note into warrants~~ of ~~the~~controls ~~post-business~~can ~~combination~~provide ~~entity~~absolute toassurance ~~purchase~~that ~~shares,~~all atcontrol aissues ~~conversion~~and ~~price~~instances of ~~$1.50~~fraud ~~per~~or ~~warrant. On March 31~~error, ~~2020,~~if ~~the Sponsor converted the $999~~any,~~640~~ within ~~outstanding into 99,964 shares of Class A Common Stock of the Company at~~ a ~~conversion~~ ~~price~~company ofhave ~~$10.00~~been ~~per share~~detected. ~~As of December 31, 2020 and 2019, the outstanding balance on Convertible Promissory Note was $0 and $999,640, respectively.~~

~~All unpaid~~Management’s ~~principal~~Report ~~under the Convertible Promissory Note was due and payable in full~~ on ~~the~~Internal ~~earlier of November 7, 2019 or the consummation~~Controls ofOver anFinancial ~~initial business combination by the Company by the deadline specified in its Charter. As a result, the Convertible Promissory Note is no longer available to the Company as a source of financing.~~Reporting

FOur management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-1315(f) and 15d-15(f). Under the supervision of our Chief Financial Officer, management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2021 based on the framework set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in “Internal Control-Integrated Framework.” Based on that evaluation, management has concluded that our internal control over financial reporting was effective as of December 31, 2021.

~~SENTINEL~~Changes ~~ENERGY~~in ~~SERVICES~~Internal ~~INC.~~Control over Financial Reporting

~~NOTES~~There TOwere ~~FINANCIAL~~no ~~STATEMENTS~~changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Administrative Support~~Item ~~Agreement~~9B. Other Information

Commencing on the date the Units were first listed on the NASDAQ, the Company agreed to pay an affiliate of the Sponsor up to $10,000 per month for office space, utilities and secretarial and administrative supportNone. Since the Company was unable to complete its initial business combination prior to the November 7, 2019 deadline in the Charter, pursuant to the Administrative Support Agreement, the Company ceased paying these monthly fees. The administrative support agreement, however, remains in place for the benefit of the Company.

~~The Company~~Item ~~incurred~~9C. $0Disclosure ~~and~~Regarding ~~$27,535~~Foreign ~~for~~Jurisdictions ~~such~~that ~~expenses~~Prevent ~~under the administrative service agreement for the years ended December 31, 2020 and 2019, respectively.~~Inspections

~~Option Agreement~~Not applicable.

On November 2, 2017, the Company entered into an option agreement (“Option Agreement”) pursuant to which CSL Energy Opportunities Fund III, L.P. and CSL Energy Holdings III Corp, LLC (“Option Holders”) agreed to purchase an aggregate of up to 10,000,000 units, consisting of one share of Class A common stock (the “Co-Investment Shares”) and one-third of one warrant to purchase one share of Class A common stock (the “Co-Investment Warrants,” and together with the Co-Investment Shares, the “Co-Investment Securities”), for $10.00 per unit, or an aggregate maximum amount of $100,000,000, immediately prior to the closing of the Company’s initial business combination.11

~~The~~PART Co-Investment Warrants will have the same terms as the Private Placement Warrants so long as they are held by the Option Holders or their permitted transferees, and the Co-Investment Shares will be identical to the shares of Class A common stock included in the Units, except that the Co-Investment Shares will be subject to transfer restrictions and certain registration rights, as described herein. Any Co-Investment Warrant held by a holder other than an Option Holder or a permitted transferee will have the same terms as the Public Warrants.III

~~The Option~~Item ~~Holders~~10. ~~will have the right to transfer a portion of their option to purchase the Co-Investment Securities to third parties~~Directors, ~~subject~~ toExecutive ~~compliance~~Officers ~~with applicable securities laws. The Option Agreement also provides that the Option Holders~~ and ~~any~~Corporate permitted transferees will be entitled to certain registration rights with respect to their Co-Investment Securities, including the shares of Class A common stock underlying their Co-Investment Warrants.Governance

~~Pursuant to~~Directors ~~the~~and ~~Option~~Executive ~~Agreement, since the Company was unable to complete an initial business combination by the November 7, 2019 deadline, the option automatically terminated.~~Officers

~~5. Termination~~As of ~~Proposed~~December ~~Business~~31, ~~Combinations~~2021, our directors and officers are as follows:

On October 18, 2018, the Company entered into a transaction agreement and plan of merger (the “Transaction Agreement”) with Strike, OEP Secondary Fund (Strike), LLC, One Equity Partners Secondary Fund, L.P., the other equityholders of Strike party thereto, OEP-Strike Seller Representative, LLC and SES Blocker Merger Sub, LLC, relating to the proposed acquisition by the Company of a majority of the equity interests of Strike. For more information on the proposed transaction, please see the Definitive Proxy Statement filed by the Company with the SEC on January 18, 2019. On February 12, 2019, the Company and Strike entered into a termination agreement (the “Termination Agreement”), pursuant to which the parties agreed to mutually terminate the Transaction Agreement, effective as of February 12, 2019.

Name	Age	Title
Gerald Cimador	49	Chief Financial Officer and Chief Accounting Officer
Kent Jamison	63	General Counsel and Secretary
Andrew F. J. Gould	75	Chairman of the Board of Directors
Krishna Shivram	59	Director
Charles S. Leykum	44	Director

AsGerald Cimador a- ~~result~~Chief ofFinancial ~~the~~Officer ~~termination~~and ofChief ~~the~~Accounting ~~Transaction~~Officer. ~~Agreement,~~Gerald ~~each~~Cimador ofhas ~~(i)~~served ~~the purchase and contribution agreement, dated~~ as ofour ~~October 18,~~Chief ~~2018~~Financial ~~(the~~Officer ~~“Contribution Agreement”), by~~ and ~~among~~Chief ~~the Company, Strike, LLC, a wholly owned subsidiary of Strike,~~Accounting ~~CSL~~officer ~~Energy~~since ~~Holdings~~June ~~III Corp~~16, ~~LLC~~2017. ~~and~~He ~~Invacor~~is ~~Pipeline~~currently ~~and~~serving ~~Process~~as ~~Solutions, LLC, (ii)~~ the ~~subscription~~Chief ~~agreements,~~Financial ~~dated~~Officer as of ~~October~~CSL. ~~18,~~From ~~2018,~~1999 ~~between~~to ~~the~~2008 ~~Company~~Mr. ~~and~~Cimador ~~each~~was Controller of ~~CSL~~Moore Capital Management LP, ~~L.P.~~a ~~and~~private ~~certain~~investment ~~funds~~management ~~and~~firm. ~~accounts~~Prior ~~managed~~to bythat, ~~Fidelity Management~~from &1997 ~~Research~~to ~~Company~~1999, ~~and~~Mr. ~~(iii)~~Cimador ~~the~~served ~~Voting and Support Agreement, dated~~ as Audit Manager of ~~October~~Ernst ~~18,~~& ~~2018,~~Young byLLP. ~~and~~Mr. ~~among~~Cimador ~~the Company,~~started ~~the~~his ~~Sponsor~~career ~~and~~as ~~certain~~Audit ~~stockholders~~Senior offor ~~the~~Goldstein ~~Company~~Golub ~~party~~Kessler ~~thereto,~~& ~~which~~Co. ~~the~~from ~~Company~~1994-1997. ~~entered~~He ~~into in connection with~~has ~~the~~a ~~proposed~~BBA ~~acquisition, was automatically terminated~~ in ~~accordance~~Accounting ~~with~~from ~~its~~Hofstra ~~terms~~University.

FKent Jamison -14 General Counsel and Secretary. Kent Jamison has served as our General Counsel and Secretary since June 16, 2017 and served as a member of our board of directors from January 2, 2018 until November 7, 2018. Mr. Jamison joined CSL in May 2015 as General Counsel. His responsibilities included overseeing legal and related compliance matters for the Investment Manager and the Portfolio Companies. Before joining the Investment Manager, Mr. Jamison was a senior partner at Locke Lord LLP, focusing primarily on private equity and merger and acquisition transactions and securities compliance matters. Mr. Jamison holds a B.A. cum laude from Davidson College and a J.D. cum laude from Wake Forest University.

~~SENTINEL~~Andrew ~~ENERGY~~F. ~~SERVICES~~J. ~~INC~~Gould - Director. Andrew Gould has served as Chairman of our board of directors since June 30, 2017. Mr. Gould served as the Chairman of the Board of Directors and Chief Executive Officer of Schlumberger Limited from 2003 until his retirement in 2011. Mr. Gould started his career at Schlumberger in 1975 and held various leadership roles throughout the world before his appointment as the Chief Executive Officer. Mr. Gould currently serves as an independent director of Saudi Aramco and as a director of BJS LLC. He previously served as a non-executive director of Rio Tinto, a resources and mining corporation, from 2002 until 2012, and a non-executive director and Chairman of BG Group, an international exploration and production company, from 2011 until 2016. Mr. Gould has a Bachelor’s degree in Economic History from Cardiff University and qualified as a chartered accountant in the United Kingdom.

~~NOTES~~Krishna TOShivram - ~~FINANCIAL~~Director. ~~STATEMENTS~~Krishna Shivram served as our Chief Executive Officer from June 16, 2017 to December 30, 2020. He was recently interim Chief Executive Officer and Chief Financial Officer of Weatherford International plc, a provider of oil and gas services. He was previously appointed Executive Vice President and Chief Financial Officer of Weatherford International plc in November 2013. He has over 29 years of financial and operational management experience in the oilfield service industry and previously worked for Schlumberger Ltd. in a variety of roles across the globe. Immediately prior to joining Weatherford, Mr. Shivram served as Vice President and Treasurer of Schlumberger Ltd. since January 2011. During his tenures with Weatherford and Schlumberger, Mr. Shivram either directly or as part of a team effected M&A transactions valued at over $15 billion, creating significant shareholder value in the process. Mr. Shivram currently also serves on the board of directors of Ranger Energy Services, Inc.

~~Pursuant~~Charles S. Leykum to- ~~the~~Director. ~~Termination~~Charles ~~Agreement,~~S. ~~all~~Leykum ~~costs~~has ~~and~~served ~~expenses~~as ~~(including~~a ~~all~~member ~~fees~~of ~~and~~our ~~expenses~~board of ~~counsel,~~directors ~~accountants,~~since ~~investment~~June ~~bankers~~16, ~~experts~~ ~~and~~2017. ~~consultants~~Mr. toLeykum afounded ~~party~~CSL, ~~and~~an ~~its~~energy services-focused ~~affiliates)~~private ~~incurred~~equity byfirm ~~a party or on its behalf~~ in ~~connection~~2008. ~~with~~Prior ~~or related~~ to ~~the authorization,~~founding ~~preparation~~CSL, ~~negotiation,~~Mr. ~~execution~~Leykum ~~and~~was ~~performance~~a ofPortfolio ~~the~~Manager ~~Transaction~~at ~~Agreement,~~Soros ~~the~~Fund ~~Contribution~~Management ~~Agreement or~~LLC. ~~the~~Before ~~Termination~~his ~~Agreement~~time ~~and~~at ~~the~~Soros, ~~transactions~~he ~~contemplated~~worked ~~thereby~~in ~~are~~the toPrincipal beInvestment ~~paid~~Area byand the ~~party~~Investment ~~incurring~~Banking ~~such~~Division ~~expenses.~~of ~~The~~Goldman ~~Company incurred~~Sachs ~~approximately~~& $4Co.2 ~~million~~Mr. Leykum ofcurrently ~~costs~~also ~~related~~serves toon the ~~proposed~~board ~~business~~of ~~combination.~~directors ~~For~~of ~~more~~Ranger ~~information~~Energy Services, ~~please~~Inc. ~~see~~Mr. ~~the Current~~Leykum ~~Report~~graduated onwith ~~Form~~a ~~8-K~~Bachelor ~~filed~~of byArts ~~the~~in Economics ~~Company~~from ~~with~~Columbia ~~the~~University ~~SEC~~and ona ~~February~~Master ~~13,~~of ~~2019~~Business ~~relating~~Administration tofrom ~~the~~Harvard ~~termination~~Business ~~of the proposed business combination~~School.

Of the approximate $5.7 million in costs related to the various business combination candidates, the Company negotiated with certain vendors to reduce the amounts due. For the year ended December 31, 2019, the Company recorded a reduction in accrued expenses of $1.9 million and reversed approximately $1.9 million of general and administrative expenses.12

6.Number and Terms of Office of Executive Officers ~~Stockholders’~~and ~~Equity~~Directors

~~Common~~Our board of directors is ~~Stock~~divided into three classes, each of which serves for a term of three years with only one class of directors being elected in each year. There is no cumulative voting with respect to the election of directors, with the result that the holders of more than 50% of the shares voted for the election of directors can elect all of the directors. Following the Domestication, the board of directors assigned terms of office to our directors in office in accordance with the Charter filed in connection therewith. The term of office of the first class of directors, consisting of Jon Marshall, was to expire at our first annual meeting of stockholders. The term of office of the second class of directors, consisting of Marc Zenner and Mr. Shivram, was to expire at the second annual meeting of stockholders. The term of office for the third class of directors, consisting of Messrs. Leykum and Gould, was to expire at the third annual meeting of stockholders. We do not currently intend to hold an annual meeting of stockholders and no annual meeting has been held since the Domestication. A director holds office until the annual meeting of stockholders for the year in which his or her term expires and until his or her successor has been elected and qualified, subject, however, to such director’s earlier death, resignation, retirement, disqualification or removal. As a result, no term of office of any of the directors has expired by the passage of time. Messrs. Zenner and Marshall have subsequently resigned on May 28, 2020.

~~The authorized~~Our ~~common~~officers ~~stock~~are ofappointed by the ~~Company~~board ~~includes up to 200,000,000 shares~~ of ~~Class~~directors Aand ~~common~~serve ~~stock~~at ~~and~~the ~~20,000,000~~discretion ~~shares~~ of ~~Class B common stock. If~~ the ~~Company~~board ~~entered~~of ~~into an initial business combination~~directors, itrather ~~may~~than ~~(depending~~for onspecific ~~the~~ terms of ~~such~~office. anOur ~~initial business~~board ~~combination) be required to increase the number~~ of directors ~~shares of Class A common stock which the Company~~ is authorized to ~~issue~~ atappoint ~~the~~persons ~~same time as the Company’s stockholders vote on an initial business combination~~ to the ~~extent~~offices ~~the~~set ~~Company~~forth ~~seeks stockholder approval~~ in ~~connection~~our ~~with~~bylaws anas ~~initial~~it ~~business~~deems ~~combination~~appropriate. ~~Holders~~Our ofbylaws ~~the~~provide ~~Company’s~~that ~~common stock are entitled~~our toofficers ~~one~~may ~~vote~~consist ~~for each share~~ of ~~common~~a ~~stock~~Chairman ~~held by them. The Sponsor forfeited 90%~~ of the 8Board,~~550,000~~ ~~Founder~~Chief ~~Shares~~Executive ~~and~~Officer, ~~all of the 5~~President,~~933,333~~ ~~Private~~Chief ~~Placement~~Financial ~~Warrants held by it for no consideration because the Company was unable to consummate an initial business combination by the November 7~~Officer, ~~2019~~Vice ~~deadline under its Charter. Mr. Zenner and Mr. Marshall also forfeited 90% of their Founder Shares. As a result of these transfers and forfeitures~~Presidents, ~~the Sponsor holds 855~~Secretary,~~000~~ Treasurer ~~Founder Shares~~ and ~~each~~such ofother ~~Mr.~~offices ~~Marshall and~~as ~~Mr.~~may ~~Zenner~~be ~~hold~~determined ~~3,750~~by ~~Founder~~the ~~Shares,~~board ~~resulting in a total~~ of ~~862,500 Founder Shares outstanding~~directors.

~~At December~~Delinquent ~~31,~~Section ~~2020~~16(a) ~~and 2019, there were 550,911 and 0 shares of Class A common stock issued and outstanding, respectively, and 862,500 and 862,500 shares of Class B common stock issued and outstanding, respectively.~~Reports

~~Preferred~~Section 16(a) of the Exchange ~~Stock~~Act requires our directors, executive officers and persons who own more than 10% of the shares of our common stock to file an initial report of ownership on Form 3 and changes in ownership on Form 4 or Form 5 with the SEC. The SEC rules require us to disclose late filings of initial reports of stock ownership and changes in stock ownership by our directors, executive officers and 10% stockholders.

~~The~~Based solely on a review of ~~Company~~copies isof ~~authorized~~Forms to3, ~~issue~~4 1and 5 filed with the SEC,~~000~~ we believe that during the fiscal year ended December 31,~~000~~ ~~shares~~2021, ofall ~~preferred~~Section ~~stock~~16(a) ~~with~~filing requirements ~~such~~applicable ~~designations~~to our directors, ~~voting~~executive officers and ~~other~~10% ~~rights~~stockholders ~~and~~were ~~preferences~~completed in a timely manner, except that our Sponsor ashad ~~may~~one belate ~~determined~~form ~~from~~4 ~~time~~filing toon ~~time~~March by31, ~~the~~2021 ~~Company’s~~on ~~board~~which offive ~~directors~~transactions were reported late; CSL Sentinel Holdings, LLC had one late form 4 filing on March 31, 2021 on which five transactions were reported late and one late form 4 filing on August 16, 2021, on which one transaction was reported late; Messrs. AtZenner ~~December~~and Marshall each had one late form 4 filing on March 31, ~~2020~~2021 on which one transaction was reported late; and ~~2019~~Mr. Leykum had one late form 4 filing on March 31, ~~there~~2021, on which five transactions were noreported late and one late form 4 filing ~~shares~~on ofAugust ~~preferred~~16, ~~stock~~2021, ~~issued~~on orwhich ~~outstanding~~one transaction was reported late.

~~7. Income~~Director ~~Taxes~~Independence

~~The~~An “independent director” ~~Company~~is defined generally as a person other than an officer or employee of the company or its subsidiaries or any other individual having a relationship which in the opinion of the company’s ~~deferred~~board ~~tax~~of ~~assets~~directors, ~~are~~would asinterfere ~~follows~~with atthe ~~December~~director’s ~~31,~~exercise ~~2020~~of ~~and~~independent judgment ~~2019:~~in carrying out the responsibilities of a director. Our board of directors has not determined that any of our directors are “independent directors” as defined in applicable SEC rules.

	December 31, 2020			December 31, 2019
Deferred tax asset
Startup expenses/Organizational costs	$	33,879			691,601
Valuation Allowance		(33,879	)		(691,601	)
Deferred tax asset, net of allowance	$	-			-

Committees of the Board of Directors

FIn connection with our liquidation due to our inability to complete an initial business combination prior to the November 7, 2019 deadline in our Charter, we disbanded the audit committee, the compensation committee and the nominating and corporate governance committee in order to consolidate our operations and implement cost-15saving measures.

~~SENTINEL ENERGY SERVICES INC.~~13

~~NOTES~~Compensation TOCommittee ~~FINANCIAL~~Interlocks ~~STATEMENTS~~and Insider Participation

~~The~~None of our executive officers ~~income~~currently ~~tax~~serves, ~~provision~~and ~~(benefit)~~in ~~consists~~the past year has not served, as a member of the ~~following~~board ~~for~~of ~~the~~directors ~~years~~or ~~ended~~compensation ~~December~~committee ~~31,~~of ~~2020~~any ~~and~~entity ~~2019:~~that has one or more of its executive officers serving on our board of directors.

	Year Ended December 31, 2020		Year Ended December 31, 2019
Federal
Current	$	31,248	$	258,923
Deferred		2,631		(691,601	)
State and Local
Current		-		-
Deferred		-		-
Change in valuation allowance		33,879		691,601
Income tax provision	$	-	$	258,923

Code of Ethics

~~In assessing~~We ~~the~~have ~~realization~~adopted a Code of Ethics ~~the~~applicable ~~deferred~~to ~~tax~~our ~~assets~~directors, ~~management~~executive ~~considers~~officers ~~whether~~and itany isfuture ~~more~~employees. ~~likely~~We ~~than~~filed ~~not~~copies ~~that~~of ~~some~~our ~~portion~~ form of ~~all~~Code of ~~the~~Ethics ~~deferred~~as ~~tax~~exhibits to ~~assets~~our ~~will~~registration ~~not~~statement bein ~~realized.~~connection ~~The~~with ~~ultimate~~our ~~realization~~initial ofpublic ~~deferred~~offering. ~~tax~~You ~~assets~~will isbe ~~dependent~~able ~~upon~~to ~~the generation~~review ofthese ~~future~~documents ~~taxable~~by ~~income~~accessing our ~~during~~public ~~the~~filings ~~periods~~at inthe ~~which~~SEC’s ~~temporary~~web ~~differences~~site ~~representing~~at ~~net~~www.sec.gov. ~~future~~In ~~deductible~~addition, ~~amounts become~~a ~~deductible.~~copy ~~Management~~of ~~considers~~ the ~~scheduled~~Code ~~reversal~~ of ~~deferred~~Ethics ~~tax~~will ~~liabilities,~~be ~~projected~~provided ~~future~~without ~~taxable income and~~charge ~~tax~~upon ~~planning~~request ~~strategies~~from us in ~~making~~writing ~~this~~at ~~assessment.~~700 ~~After~~Louisiana ~~consideration~~Street, ofSuite ~~all~~2700, ~~of the information available~~Houston, ~~management~~Texas ~~believes that~~77002 ~~significant~~or ~~uncertainty~~by ~~exists~~telephone ~~with~~at ~~respect~~(281) to407-0686. ~~future~~We ~~realization of the deferred tax assets and has therefore established~~intend ato ~~full~~disclose ~~valuation~~any ~~allowance.~~amendments ~~For~~to ~~the~~or ~~years~~waivers ~~ended~~of ~~December~~certain ~~31,~~provisions ~~2020~~of ~~and~~our ~~2019,~~Code ~~the~~of ~~change~~Ethics in ~~the~~a ~~valuation~~Current ~~allowance~~Report ~~was~~on ~~$33,879 and~~Form ~~$691,601, respectively~~8-K.

~~A reconciliation~~Limitation ofon ~~the~~Liability ~~statutory~~and ~~tax~~Indemnification of ~~rate~~Officers ~~to the Company’s effective tax rates for the years ended December 31, 2020~~ and ~~2019~~ ~~is as follows:~~Directors

	Year Ended December 31, 2020			Year Ended December 31, 2019
Statutory federal income tax rate		21.0	%		21.0	%
State taxes, net of federal tax benefit		3.64	%		8.45	%
Other		(1.87	)%		(2.70	)%
Change in valuation allowance		(22.77	)%		(56.09	)%
Income tax provision (benefit)		0.00	%		29.34	%

Our Charter provides for the indemnification of our officers and directors by us to the fullest extent authorized by Delaware law, as it now exists or may in the future be amended. In addition, our Charter provides that our directors will not be personally liable for monetary damages to us or our stockholders for breaches of their fiduciary duty as directors, unless they violated their duty of loyalty to us or our stockholders, acted in bad faith, knowingly or intentionally violated the law, authorized unlawful payments of dividends, unlawful stock purchases or unlawful redemptions, or derived an improper personal benefit from their actions as directors.

~~F-16~~We have entered into agreements with our officers and directors to provide contractual indemnification in addition to the indemnification provided for in our Charter. Our bylaws also permit us to secure insurance on behalf of any officer, director or employee for any liability arising out of his or her actions, regardless of whether Delaware law would permit such indemnification. We have purchased a policy of directors’ and officers’ liability insurance that insures our officers and directors against the cost of defense, settlement or payment of a judgment in some circumstances and insures us against our obligations to indemnify our officers and directors.

~~Item~~These provisions may discourage 9stockholders from bringing a lawsuit against our directors for breach of their fiduciary duty. ~~Changes~~These inprovisions also may have the effect of reducing the likelihood of derivative litigation against officers and ~~Disagreements~~directors, ~~with~~even ~~Accountants~~though onsuch ~~Accounting~~an action, if successful, might otherwise benefit us and ~~Financial~~our ~~Disclosure~~stockholders. Furthermore, a stockholder’s investment may be adversely affected to the extent we pay the costs of settlement and damage awards against officers and directors pursuant to these indemnification provisions.

~~None~~We believe that these provisions, the directors’ and officers’ liability insurance and the indemnity agreements are necessary to attract and retain talented and experienced officers and directors.

Item 9A 11. ~~Controls~~Executive ~~and Procedures.~~Compensation

~~Evaluation~~None of ~~Disclosure~~our ~~Controls~~executive officers or directors have received any cash or other compensation for services rendered to us. Our Sponsor, executive officers, directors, or any of their respective affiliates, are reimbursed for any out-of-pocket expenses incurred in connection with activities on our behalf, including previous activities related to identifying potential target businesses and ~~Procedures~~performing due diligence on suitable business combinations. There is no cap or ceiling on the reimbursement of out-of-pocket expenses incurred by such persons in connection with activities on our behalf.

Under the supervision and with the participation of our management, including our Chief Financial Officer (the “Certifying Officer”) who is both our principal executive and principal financial officer, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on the evaluation, our Certifying Officers concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Annual Report.14

~~Disclosure~~Item controls and procedures are controls and other procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms12. ~~Disclosure~~Security ~~controls~~Ownership ~~and~~of ~~procedures~~Certain ~~include,~~Beneficial ~~without~~Owners ~~limitation, controls~~ and ~~procedures~~Management ~~designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated~~ and ~~communicated~~Related ~~to management,~~Stockholder ~~including our Certifying Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.~~Matters

WeThe ~~believe,~~following ~~however, that~~table asets ~~controls~~forth ~~system,~~information noavailable ~~matter~~to ~~how~~us ~~well~~at ~~designed and operated~~April 15, ~~cannot~~2022 ~~provide~~regarding ~~absolute assurance that~~ the ~~objectives~~beneficial ofownership ~~the controls systems are met, and no evaluation~~ of ~~controls~~our ~~can~~common ~~provide~~stock ~~absolute~~held ~~assurance that all control issues and instances of fraud or error, if any, within a company have been detected.~~by:

~~Management’s~~● ~~Report~~each onperson ~~Internal Controls~~known ~~Over~~by ~~Financial~~us ~~Reporting~~to be the beneficial owner of more than 5% of our outstanding common stock;

~~Our~~● ~~management~~each ~~is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision~~ of our ~~Chief~~executive ~~Financial~~officers ~~Officer,~~and ~~management~~directors conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2020 based on the framework set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in “Internal Control-Integrated Framework.” Based on that ~~evaluation, management~~beneficially ~~has~~owns ~~concluded that~~ our ~~internal~~common ~~control~~stock; ~~over financial reporting was effective as of December 31, 2020.~~and

~~Changes~~● inall ~~Internal~~our ~~Control~~executive ~~over~~officers ~~Financial Reporting~~and directors as a group.

~~There~~In ~~were~~the notable ~~changes~~below, percentage ownership is based on 554,411shares inof ~~our~~Class ~~internal~~A ~~control~~common ~~over~~stock, ~~financial~~or ~~reporting~~the ~~(as~~Founders ~~such~~Shares, ~~term~~and is862,500 ~~defined~~shares inof ~~Rules~~Class ~~13a-15(f)~~B common stock issued and ~~15d-15(f)~~outstanding as of ~~the~~April ~~Exchange~~15, ~~Act)~~2022. ~~during~~Voting power represents the ~~most~~combined ~~recent~~voting ~~fiscal~~power ~~quarter~~of ~~that~~Class ~~have~~A ~~materially~~common ~~affected,~~stock or ~~are~~Class ~~reasonably~~B ~~likely~~common stock owned beneficially by such person. On all matters to ~~materially~~be ~~affect~~voted upon, ~~our~~the ~~internal control~~holders ~~over~~of ~~financial~~the ~~reporting~~Class A commons stock and Class B common stock generally vote together as a single class.

~~Item~~Unless otherwise indicated, ~~9B.~~we ~~Other~~believe ~~Information~~that all persons named in the table have sole voting and investment power with respect to all common stock beneficially owned by them.

None.

	Class A Common Stock					Class B Common Stock
Name of Beneficial Owners (1)	Beneficially Owned		Percent of Class			Beneficially Owned		Percent of Class
5% Stockholders:
Sentinel Management Holdings, LLC (2)		554,411		100	%		855,000		99.1	%
CSL Sentinel Holdings, LLC (2)		554,411		100	%		855,000		99.1	%
Charles S. Leykum (2)		554,411		100	%		855,000		99.1	%
Executive Officers and Directors:
Gerald Cimador		-		-			-		-
Kent Jamison		-		-			-		-
Andrew F. J. Gould		-		-			-		-
Krishna Shivram		-		-			-		-
Charles S. Leykum (2)		554,411		100	%		855,000		99.1	%
All Executive Officers and Directors as a Group		554,411		100	%		855,000		99.1	%

(1)	Unless otherwise noted, the business address of each of the following entities or individuals is 700 Louisiana Street, Suite 2700, Houston, Texas, 77002.

(2)	Sentinel Management Holdings, LLC, or the Sponsor, is the record holder of the shares reported herein. Mr. Leykum is the managing member of CSL Sentinel Holdings, LLC, and CSL Sentinel Holdings, LLC is the managing member of the Sponsor. As such, Mr. Leykum and CSL Sentinel Holdings, LLC may be deemed to have or share beneficial ownership of the shares of common stock held directly by the Sponsor. Mr. Leykum and CSL Sentinel Holdings, LLC disclaim beneficial ownership of these shares in excess of their pecuniary interest, if any, therein.

~~Item 10.~~Certain ~~Directors,~~Relationships ~~Executive Officers~~ and ~~Corporate~~Related ~~Governance~~Transactions

~~Directors~~Founder ~~and Executive Officers~~Shares

AsFollowing the redemption of the ~~December~~Public 31Shares, ~~2020~~ the conversion of the Public Warrants and the forfeiture of the Private Placement Warrants, ~~our~~the only securities of the Company outstanding were shares of Class B common stock (the “Founder Shares”). The Founder Shares are identical to the shares of Class A common stock that were included in the Units sold in the Public Offering except that (1) holders of the Founder Shares have the right to vote on the election of directors prior to an initial business combination, (2) the Founder Shares are subject to certain transfer restrictions, as described in more detail below, (3) holders of the Founder Shares entered into letter agreements with the Company pursuant to which they agreed to waive their redemption rights with respect to any Founder Shares held by them in connection with the completion of an initial business combination, (4) the Founder Shares will automatically convert on a one-for-one basis into shares of Class A common stock at the time of an initial business combination and ~~officers~~(5) the Founder Shares are subject to registration rights, as described ~~follows:~~below.

Name	Age	Title
Gerald Cimador	48	Chief Financial Officer and Chief Accounting Officer
Kent Jamison	62	General Counsel and Secretary
Andrew F. J. Gould	74	Chairman of the Board of Directors
Krishna Shivram	58	Director
Charles S. Leykum	43	Director

~~Gerald~~The ~~Cimador —~~shares ~~Chief~~of ~~Financial~~Class ~~Officer~~B ~~and~~common stock ~~Chief~~were ~~Accounting~~originally ~~Officer.~~issued ~~Gerald~~in ~~Cimador~~June ~~has~~2017 ~~served~~pursuant asto ~~our~~an ~~Chief~~Amended ~~Financial Officer~~ and ~~Chief Accounting~~Restated ~~officer~~Securities ~~since~~Purchase ~~June 16~~Agreement, ~~2017.~~by Heand isbetween ~~currently~~the ~~serving~~Sponsor and as the ~~Chief~~Company, ~~Financial~~for ~~Officer~~the purchase of ~~CSL.~~14,375,000 ~~From~~shares ~~1999~~of toClass ~~2008~~B ~~Mr.~~common ~~Cimador was~~stock ~~Controller~~for ~~of Moore Capital Management LP~~$25,000, aor ~~private~~approximately ~~investment~~$0.002 ~~management~~per ~~firm~~share. ~~Prior~~The toSponsor subsequently ~~that~~surrendered 5,750,000 ~~from~~Founder ~~1997~~Shares tofor ~~1999,~~no ~~Mr.~~consideration ~~Cimador served~~to asadjust ~~Audit~~its ~~Manager~~holdings ofto ~~Ernst~~an &expected ~~Young~~20% ~~LLP.~~of ~~Mr.~~the ~~Cimador~~Company’s combined ~~started~~outstanding ~~his~~shares ~~career~~of asClass ~~Audit~~A ~~Senior~~common ~~for~~stock ~~Goldstein~~and ~~Golub~~Class ~~Kessler~~B ~~& Co.~~common ~~from~~following ~~1994-1997.~~the HePublic ~~has~~Offering, aresulting ~~BBA~~ in ~~Accounting~~the ~~from~~Sponsor ~~Hofstra~~holding 8,625,000 ~~University~~Founder Shares.

~~Kent~~The ~~Jamison —~~Sponsor ~~General~~subsequently ~~Counsel~~transferred 37,500 ~~and~~Founder ~~Secretary.~~Shares ~~Kent~~at ~~Jamison~~their ~~has~~original ~~served~~purchase asprice ~~our~~to ~~General~~Marc ~~Counsel~~Zenner ~~and~~in ~~Secretary~~October ~~since June 16,~~ 2017 and ~~served as~~Jon aA. ~~member~~Marshall ofin ~~our~~April ~~board~~2018, both of ~~directors~~whom were ~~from~~independent ~~January~~directors 2,of ~~2018~~the ~~until~~Company ~~November~~at 7,the ~~2018~~time. ~~Mr.~~Each ~~Jamison~~of ~~joined~~the ~~CSL~~Sponsor inand ~~May~~Messrs. ~~2015~~Zenner asand ~~General Counsel.~~Marshall ~~His~~subsequently ~~responsibilities~~agreed ~~included~~to ~~overseeing~~forfeit 90% ~~legal~~of ~~and~~their ~~related~~Founder ~~compliance~~Shares ~~matters~~when ~~for~~ the ~~Investment~~Company ~~Manager~~was ~~and~~unable ~~the~~to ~~Portfolio Companies.~~consummate ~~Before~~a ~~joining~~business ~~the~~combination ~~Investment~~prior ~~Manager,~~to ~~Mr.~~the ~~Jamison~~deadline ~~was~~in aits ~~senior~~Charter, ~~partner~~resulting in atthe ~~Locke~~Sponsor ~~Lord~~currently ~~LLP~~holding 855,000 ~~focusing~~Founder ~~primarily~~Shares ~~on private equity~~ and ~~merger~~each ~~and~~of ~~acquisition~~Messrs. ~~transactions~~Zenner and ~~securities~~Marshall ~~compliance~~owning ~~matters.~~33,750 MrFounder Shares. ~~Jamison~~As ~~holds~~ a ~~B.A.~~result, the ~~cum~~total ~~laude~~number ~~from~~of ~~Davidson College~~Founder ~~and~~Shares aoutstanding ~~J.D.~~as ~~cum~~of ~~laude~~December ~~from~~31, ~~Wake~~2021 ~~Forest~~is ~~University~~862,500.

~~Andrew~~Transfer F. J. Gould — Director. Andrew Gould has served as Chairman of our board of directors since June 30, 2017. Mr. Gould served as the Chairman of the Board of Directors and Chief Executive Officer of Schlumberger Limited from 2003 until his retirement in 2011. Mr. Gould started his career at Schlumberger in 1975 and held various leadership roles throughout the world before his appointment as the Chief Executive Officer. Mr. Gould currently serves as an independent director of Saudi Aramco and as a director of BJS LLC. He previously served as a non-executive director of Rio Tinto, a resources and mining corporation, from 2002 until 2012, and a non-executive director and Chairman of BG Group, an international exploration and production company, from 2011 until 2016. Mr. Gould has a Bachelor’s degree in Economic History from Cardiff University and qualified as a chartered accountant in the United Kingdom.Restrictions

~~Krishna~~The ~~Shivram~~terms applicable to the —Founder ~~Director.~~Shares ~~Krishna~~provide ~~Shivram~~that, ~~served~~subject asto ~~our~~limited ~~Chief~~exceptions, ~~Executive~~the ~~Officer~~Sponsor ~~from~~may ~~June~~not 16transfer, ~~2017~~assign toor ~~December~~sell ~~30,~~any ~~2020.~~of Hethe ~~was~~same ~~recently~~until the earlier ~~interim~~to ~~Chief~~occur ~~Executive~~of: ~~Officer~~(A) ~~and~~one ~~Chief~~year ~~Financial~~after ~~Officer~~the completion of ~~Weatherford~~the ~~International~~initial ~~plc,~~business acombination ~~provider~~or of(B) ~~oil~~subsequent ~~and~~to ~~gas~~the ~~services. He~~initial ~~was~~business ~~previously~~combination, (x) ~~appointed~~if ~~Executive~~the ~~Vice~~last ~~President~~sale ~~and~~price ~~Chief~~of ~~Financial~~the ~~Officer~~Company’s ofClass ~~Weatherford~~A ~~International~~common ~~plc~~stock inequals ~~November~~or ~~2013~~exceeds $12. He00 ~~has~~per ~~over~~share 29(as ~~years~~adjusted offor ~~financial~~share ~~and~~splits, share ~~operational~~dividends, ~~management~~reorganizations, ~~experience~~recapitalizations inand the ~~oilfield~~like) ~~service~~for ~~industry~~any ~~and~~20 ~~previously~~trading ~~worked for~~days ~~Schlumberger~~within ~~Ltd.~~any in30-trading aday ~~variety~~period ofcommencing at ~~roles~~least ~~across~~150 ~~the~~days ~~globe.~~after ~~Immediately~~the ~~prior~~initial tobusiness ~~joining Weatherford~~combination, ~~Mr.~~or ~~Shivram~~(y) ~~served~~the asdate ~~Vice President~~on ~~and~~which ~~Treasurer~~the ofCompany ~~Schlumberger~~completes ~~Ltd.~~a ~~since~~liquidation, ~~January~~merger, ~~2011.~~share exchange ~~During~~or ~~his~~other ~~tenures~~similar ~~with~~transaction ~~Weatherford~~that ~~and~~results ~~Schlumberger,~~in ~~Mr.~~all ~~Shivram either~~of ~~directly~~the orCompany’s asstockholders ~~part~~having ofthe aright ~~team~~to ~~effected~~exchange ~~M&A~~their ~~transactions~~common stock ~~valued~~for atcash, ~~over~~securities ~~$15~~or ~~billion,~~other ~~creating~~property. ~~significant~~The ~~shareholder value~~Sponsor intransferred the ~~process.~~portion ~~Mr.~~of ~~Shivram~~its ~~currently~~Founder ~~also~~Shares ~~serves~~noted onabove ~~the~~to ~~board~~Messrs. ofZenner and ~~directors~~Marshall ofin ~~Ranger~~accordance ~~Energy~~with ~~Services,~~those ~~Inc~~terms or pursuant to a waiver thereof.

~~Charles~~Registration S. Leykum — Director. Charles S. Leykum has served as a member of our board of directors since June 16, 2017. Mr. Leykum founded CSL, an energy services-focused private equity firm in 2008. Prior to founding CSL, Mr. Leykum was a Portfolio Manager at Soros Fund Management LLC. Before his time at Soros, he worked in the Principal Investment Area and the Investment Banking Division of Goldman Sachs & Co. Mr. Leykum currently also serves on the board of directors of Ranger Energy Services, Inc. Mr. Leykum graduated with a Bachelor of Arts in Economics from Columbia University and a Master of Business Administration from Harvard Business School.Rights

13The holders of Founders Shares that may be issued equity securities of the Company upon conversion of working capital loans may be entitled to registration rights (in the case of the Founder Shares, only after conversion of such shares to shares of Class A common stock) pursuant to a registration rights agreement, by and between the Company, the Sponsor and Mr. Zenner. The registration rights include certain demand and “piggyback” rights.

~~Number~~However, ~~and~~the ~~Terms~~registration rights ofagreement ~~Office~~provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of ~~Executive~~the applicable lock-up period for the securities to be registered. The Company will bear the expenses incurred in ~~Officers~~connection ~~and~~with ~~Directors~~the filing of any such registration statements.

~~Our~~Loans board of directors is divided into three classes, each of which serves for a term of three years with only one class of directors being elected in each year. There is no cumulative voting with respect to the election of directors, with the result that the holders of more than 50% of the shares voted for the election of directors can elect all of the directors. Following the Domestication, the board of directors assigned terms of office to our directors in office in accordance with the Charter filed in connection therewith. The term of office of the first class of directors, consisting of Mr. Marshall, was to expire at our first annual meeting of stockholders. The term of office of the second class of directors, consisting of Messrs. Zenner and ~~Shivram,~~Advances ~~was~~from toRelated expire at the second annual meeting of stockholders. The term of office for the third class of directors, consisting of Messrs. Leykum and Gould, was to expire at the third annual meeting of stockholders. We do not currently intend to hold an annual meeting of stockholders and no annual meeting has been held since the Domestication. A director holds office until the annual meeting of stockholders for the year in which his or her term expires and until his or her successor has been elected and qualified, subject, however, to such director’s earlier death, resignation, retirement, disqualification or removal. As a result, no term of office of any of the directors has expired by the passage of time. Messrs. Zenner and Marshall have subsequently resigned on May 28, 2020.Party

~~Our~~The ~~officers~~Company ~~are~~does ~~appointed by~~not ~~the~~expect ~~board~~to ofseek ~~directors~~loans, ~~and~~advances ~~serve~~or atcontributions from parties other than the ~~discretion~~Sponsor or an affiliate of the ~~board~~Sponsor. ofDuring ~~directors,~~the ~~rather~~year ~~than~~ended ~~for~~December ~~specific~~31, ~~terms~~2021 ofand ~~office.~~2020, ~~Our~~the Sponsor or an ~~board~~affiliate of ~~directors~~the isSponsor ~~authorized~~incurred tocertain ~~appoint~~administrative ~~persons~~expenses toon ~~the~~behalf ~~offices~~of ~~set~~the ~~forth~~Company in ~~our~~the ~~bylaws~~amount asof it$11,188 ~~deems~~and ~~appropriate.~~$15,858, ~~Our bylaws~~respectively. ~~provide~~As ~~that~~of ~~our~~December ~~officers~~31, ~~may~~2021 ~~consist~~and of2020, athe ~~Chairman~~outstanding ofbalance on the ~~Board,~~expenses ~~Chief~~paid ~~Executive~~on ~~Officer,~~the ~~President,~~Company’s ~~Chief~~behalf ~~Financial~~was ~~Officer~~$0 and $12,063, respectively. ~~Vice~~The ~~Presidents,~~Company ~~Secretary,~~repaid ~~Treasurer~~the ~~and~~$3,730 ~~such~~incurred ~~other~~in ~~offices~~the asyear ~~may~~ended beDecember ~~determined~~31, by2021 to the ~~board~~Sponsor ofusing ~~directors~~cash on hand.

~~Delinquent~~During ~~Section~~the ~~16(~~year ended December 31, 2020, the Sponsor advanced $1,832,134 to fund ongoing operations of the Company. These advances were due on demand and were non-interest bearing. During that same time period, the $4,211,777 outstanding in Sponsor advances, including the amount advanced in the year ended December 31, 2020, was converted into or treated as a) ~~Reports~~capital contribution for which a total of 421,177 shares of Class A Common Stock of the Company was issued to the Sponsor at a conversion price of $10.00 per share. The Sponsor has made no subsequent advances. As of December 31, 2021 and 2020, the outstanding balance on the advances was $0.

~~Section~~ 16(a) of the Exchange Act requires our directors, executive officers and persons who own more than 10% of the shares of our common stock to file an initial report of ownership on Form 3 and changes in ownership on Form 4 or Form 5 with the SEC. The SEC rules require us to disclose late filings of initial reports of stock ownership and changes in stock ownership by our directors, executive officers and 10% stockholders.

~~Based~~On ~~solely~~March on1, a2019, ~~review~~the Company ofissued ~~copies~~a ofconvertible ~~Forms~~promissory 3,note 4(the ~~and~~“Convertible 5Promissory ~~filed~~Note”) ~~with~~in the ~~SEC~~amount of up to $1,500,000 wewith ~~believe~~the ~~that~~Sponsor to ~~during~~fund the ~~fiscal~~Company’s ~~year~~ongoing ~~ended~~expenses. ~~December~~The ~~31,~~Convertible ~~2020,~~Promissory ~~all~~Note ~~Section~~does ~~16(a) filing~~not ~~requirements~~bear ~~applicable~~interest toand ~~our~~all ~~directors,~~unpaid ~~executive~~principal ~~officers~~was due and ~~10%~~payable ~~stockholders~~in ~~were~~full ~~completed~~on inthe aearlier ~~timely~~of ~~manner~~November 7, ~~except that~~2019 ~~Mr.~~or ~~Leykum,~~the ~~our~~consummation ~~Sponsor~~of ~~and~~an ~~CSL~~initial ~~Sentinel~~business ~~Holdings,~~combination ~~LLC~~by ~~each~~the Company. The Sponsor had ~~one~~the ~~late~~option ~~form~~to 4convert ~~filing~~any onamounts ~~March~~outstanding ~~31,~~under ~~2021~~the onConvertible ~~which~~Promissory ~~five~~Note ~~transactions were~~into ~~reported~~warrants ~~late,~~of ~~and~~a ~~Messrs.~~post-business ~~Zenner~~combination ~~and~~entity to ~~Marshall~~purchase ~~each~~shares, ~~had~~at ~~one~~a ~~late~~conversion ~~form~~price 4of ~~filing~~$1.50 onper warrant. On March 31, ~~2021~~2020, onthe ~~which~~Sponsor ~~one~~converted ~~transaction~~the $999,640 outstanding into ~~was~~99,964 ~~reported~~shares ~~late~~of Class A Common Stock of the Company at a conversion price of $10.00 per share.

~~Director~~All ~~Independence~~unpaid principal under the Convertible Promissory Note was due and payable in full on the earlier of November 7, 2019 or the consummation of an initial business combination by the Company by the deadline specified in its Charter. As a result, the Convertible Promissory Note is no longer available to the Company as a source of financing and no amount has been outstanding thereunder since March 31, 2020. As of December 31, 2021 and 2020, the outstanding balance on Convertible Promissory Note was $0.

AnContributions ~~“independent director”~~from isRelated defined generally as a person other than an officer or employee of the company or its subsidiaries or any other individual having a relationship which in the opinion of the company’s board of directors, would interfere with the director’s exercise of independent judgment in carrying out the responsibilities of a director. Our board of directors has not determined that any of our directors are “independent directors” as defined in applicable SEC rules.Party

~~Committees~~On May 15, 2020, the Sponsor paid $25,000 to the Company in exchange for the issuance of 2,500 shares of Class A common stock to the ~~Board~~Sponsor. On August 7, 2020, the Sponsor paid a $197,687 capital contribution to the Company in exchange for the issuance of ~~Directors~~19,769 shares of Class A common stock. On December 15, 2020, the Sponsor paid a $75,000 capital contribution to the Company in exchange for the issuance of 7,500 shares of Class A common stock. Together, these contributions during the fiscal year ended December 31, 2020 totaled $297,687, in exchange for which the Company issued 29,769 shares of Class A common stock to the Sponsor. As of December 31, 2020, there were 550,911 shares of the Company’s Class A common stock outstanding, all of which are held by our Sponsor.

In ~~connection~~May ~~with our~~2021, ~~liquidation~~the ~~due~~Company toreceived ~~our~~a ~~inability~~contribution of $35,000 from the Sponsor to ~~complete~~fund anongoing ~~initial~~operations ~~business~~and ~~combination~~expenses. ~~prior~~The toamount advanced by the ~~November~~Sponsor 7,was ~~2019~~treated ~~deadline~~as a capital contribution in ~~our~~exchange ~~Charter,~~for wewhich ~~disbanded~~ the ~~audit~~Company ~~committee,~~issued to the ~~compensation~~Sponsor ~~committee~~3,500 ~~and~~shares of the ~~nominating~~Company’s ~~and~~Class ~~corporate~~A ~~governance~~common ~~committee~~stock ~~in order~~at to$10.00 ~~consolidate~~per ~~our~~share ~~operations~~on ~~and~~May ~~implement~~3, ~~cost-saving measures~~2021.

14Administrative Support Agreement

~~Compensation~~Commencing ~~Committee~~on ~~Interlocks~~the date the Units were first listed on the Nasdaq Capital Market, the Company agreed to pay an affiliate of the Sponsor up to $10,000 per month for office space, utilities and ~~Insider~~secretarial ~~Participation~~and administrative support. Since the Company was unable to complete its initial business combination prior to the November 7, 2019 deadline in the Charter, pursuant to the Administrative Support Agreement, the Company ceased paying these monthly fees. The Administrative Support Agreement, however, remains in place for the benefit of the Company.

~~None~~The ofCompany ~~our~~did ~~executive officers currently serves, and in the past year has~~ not ~~served, as a member of the board of directors or compensation committee~~incur of any ~~entity~~expenses ~~that~~under ~~has~~the ~~one~~administrative orservice ~~more~~agreement offor ~~its~~the ~~executive~~years ~~officers~~ended ~~serving~~December on31, ~~our~~2021 ~~board~~and ~~of directors~~2020.

~~Code~~Item of14. ~~Ethics~~Principal Accountant Fees and Services.

WeThe ~~have~~firm ~~adopted a Code~~ of ~~Ethics applicable to our directors~~WithumSmith+Brown, PC ~~executive~~acts ~~officers and any future employees. We filed copies of our form of Code of Ethics~~ as ~~exhibits to~~ our ~~registration~~independent ~~statement~~registered ~~in connection with our initial~~ public ~~offering.~~accounting ~~You will be able to review these documents by accessing our public filings at the SEC’s web site at www~~firm.~~sec.gov.~~ InThe ~~addition,~~following is a ~~copy~~summary of ~~the~~fees ~~Code~~paid ofto ~~Ethics will be provided without charge upon request from us in writing at 700 Louisiana Street~~WithumSmith+Brown, ~~Suite~~PC ~~2700,~~for ~~Houston, Texas 77002 or by telephone at (281)~~services ~~407-0686~~rendered. ~~We intend to disclose any amendments to or waivers of certain provisions of our Code of Ethics in a Current Report on Form 8-K.~~

~~Limitation~~Audit onFees. ~~Liability~~Audit fees consist of fees billed for professional services rendered for the audit of our year-end financial statements and ~~Indemnification~~services that are normally provided by WithumSmith+Brown, PC in connection with regulatory filings. The aggregate fees billed by WithumSmith+Brown, PC for professional services rendered for the audit of ~~Officers~~our annual financial statements, and ~~Directors~~other required filings with the SEC for the years ended December 31, 2021 and 2020 totaled approximately $34,000 and $34,000, respectively. The above amounts include interim procedures and audit fees.

WeAudit-Related ~~have entered into~~Fees. ~~agreements~~Audit-related ~~with~~services ~~our~~consist ~~officers~~of ~~and~~fees ~~directors~~billed ~~to provide contractual indemnification in addition to the indemnification provided~~ for in ~~our~~assurance ~~Charter.~~and ~~Our~~related ~~bylaws~~services ~~also~~that ~~permit~~are usreasonably related to ~~secure~~performance ~~insurance on behalf~~ of ~~any~~the ~~officer, director~~ audit or ~~employee~~review ~~for~~of ~~any~~our ~~liability arising~~financial ~~out~~statements ofand ~~his~~are ornot ~~her~~reported ~~actions,~~under ~~regardless~~“Audit ofFees.” ~~whether~~These ~~Delaware~~services ~~law~~include ~~would~~attest ~~permit~~services ~~such~~that are ~~indemnification.~~not Werequired ~~have~~by ~~purchased~~statute aor ~~policy of~~regulation ~~directors’~~ and ~~officers’~~consultations ~~liability~~concerning ~~insurance~~financial ~~that~~accounting ~~insures our officers~~ and ~~directors~~reporting ~~against~~standards. During the ~~cost~~years ended ofDecember ~~defense~~31, ~~settlement~~ or2021 ~~payment~~and of2020, awe ~~judgment~~did innot ~~some~~pay ~~circumstances~~for ~~and~~consultations ~~insures~~concerning usfinancial ~~against~~accounting ~~our~~and ~~obligations~~reporting ~~to indemnify our officers and directors~~standards.

~~These~~Tax ~~provisions may discourage stockholders from bringing a lawsuit against our directors for breach of their fiduciary duty~~Fees. ~~These~~We ~~provisions~~paid ~~also~~$3,500 ~~may have the effect of reducing the likelihood of derivative litigation against officers~~ and ~~directors~~$4, ~~even though such an action~~500, if ~~successful~~respectively, ~~might~~to ~~otherwise benefit us and our stockholders. Furthermore~~WithumSmith+Brown, aPC ~~stockholder’s~~for ~~investment~~tax ~~may~~planning beand ~~adversely affected~~tax tocompliance ~~the~~for ~~extent we pay~~ the ~~costs~~years ofended ~~settlement~~December ~~and~~31, ~~damage~~2021 ~~awards against officers~~ and ~~directors pursuant to these indemnification provisions~~2020.

WeAll ~~believe~~Other ~~that~~Fees. ~~these~~We ~~provisions,~~did ~~the~~not ~~directors’~~pay ~~and~~WithumSmith+Brown, ~~officers’~~PC ~~liability~~for ~~insurance~~other ~~and~~services for the ~~indemnity~~years ~~agreements~~ended ~~are~~December ~~necessary~~31, to2021 ~~attract~~ and ~~retain talented and experienced officers and directors~~2020.

~~Item 11.~~Pre-Approval ~~Executive Compensation~~Policy

~~None~~The ofCompany ~~our~~had ~~executive officers~~no oraudit ~~directors~~committee for ~~have~~our ~~received~~fiscal ~~any~~year ~~cash~~ended orDecember ~~other~~31, ~~compensation~~2021. ~~for~~Since ~~services~~our ~~rendered~~audit tocommittee ~~us.~~disbanded ~~Our~~in ~~Sponsor,~~late ~~executive officers~~2019, ~~directors,~~ orone ~~any~~ of ~~their~~our ~~respective~~executive ~~affiliates,~~officers ~~are~~has ~~reimbursed~~approved and ~~for~~expects ~~any~~to ~~out~~pre-~~of-pocket~~approve ~~expenses~~all ~~incurred~~auditing inservices ~~connection~~and ~~with~~permitted ~~activities on~~non-audit ~~our~~services ~~behalf,~~to ~~including~~be ~~previous~~performed ~~activities~~for ~~related~~us toby ~~identifying~~our ~~potential~~auditors, ~~target~~including ~~businesses~~the fees and ~~performing~~terms ~~due~~thereof ~~diligence~~(subject ~~on suitable~~to ~~business~~the ~~combinations.~~de ~~There~~minimis isexceptions nofor ~~cap~~non-audit orservices ~~ceiling~~described onin the ~~reimbursement~~Exchange ofAct ~~out-of-pocket~~which ~~expenses~~are ~~incurred~~approved ~~by such persons~~prior into ~~connection~~the ~~with~~completion ~~activities~~of onthe ~~our behalf~~audit).

~~Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters~~18

~~The following table~~PART ~~sets forth information available to us at March 31, 2021 regarding the beneficial ownership of our common stock held by:~~IV

●Item ~~each~~15. ~~person~~Exhibits, ~~known~~Financial byStatement ~~us to be the beneficial owner of more than 5% of our outstanding common stock;~~Schedules

15(a) The following documents are filed as part of this Annual Report:

●(1) ~~each~~Financial ~~of our executive officers and directors that beneficially owns our common stock; and~~Statements

●(2) ~~all~~Financial ~~our executive officers and directors as a group.~~Statements Schedule

InAll ~~the~~financial ~~table~~statement ~~below,~~schedules are ~~percentage~~omitted ~~ownership~~because isthey ~~based~~are onnot ~~550,911~~applicable ~~shares of Class A common stock,~~ or the ~~Founders~~amounts ~~Shares,~~are ~~and~~immaterial ~~862,500 shares of Class B common stock issued~~ and ~~outstanding~~not ~~as of March 31~~required, ~~2021.~~or ~~Voting power represents~~ the ~~combined~~required ~~voting~~information ~~power~~is ofpresented ~~Class~~in ~~A common stock~~the orfinancial ~~Class~~statements Band ~~common~~notes ~~stock~~thereto ~~owned~~in ~~beneficially~~is byItem ~~such~~15 ~~person. On all matters to be voted upon, the holders~~ of ~~the~~Part ~~Class~~IV ~~A commons stock and Class B common stock generally vote together as a single class~~below.

~~Unless~~(3) ~~otherwise indicated, we believe that all persons named in the table have sole voting and investment power with respect to all common stock beneficially owned by them.~~Exhibits

	Class A Common Stock			Class B Common Stock
Name of Beneficial Owners (1)	Beneficially Owned	Percent of Class		Beneficially Owned	Percent of Class
5% Stockholders:
Sentinel Management Holdings, LLC (2)	550,911	100	%	855,000	99.1	%
CSL Sentinel Holdings, LLC (2)	550,911	100	%	855,000	99.1	%
Charles S. Leykum (2)	550,911	100	%	855,000	99.1	%
Executive Officers and Directors:
Gerald Cimador	—	—		—	—
Kent Jamison	—	—		—	—
Andrew F. J. Gould	—	—		—	—
Krishna Shivram	—	—		—	—
Charles S. Leykum (2)	550,911	100	%	855,000	99.1	%
All Executive Officers and Directors as a Group	550,911	100	%	855,000	99.1	%

EXHIBIT INDEX

	(1)	Unless otherwise noted, the business address of each of the following entities or individuals is 700 Louisiana Street, Suite 2700, Houston, Texas, 77002.
Exhibit Number		Description
	(2)	Sentinel Management Holdings, LLC, or the Sponsor, is the record holder of the shares reported herein. Mr. Leykum is the managing member of CSL Sentinel Holdings, LLC, and CSL Sentinel Holdings, LLC is the managing member of the Sponsor. As such, Mr. Leykum and CSL Sentinel Holdings, LLC may be deemed to have or share beneficial ownership of the shares of common stock held directly by the Sponsor. Mr. Leykum and CSL Sentinel Holdings, LLC disclaim beneficial ownership of these shares in excess of their pecuniary interest, if any, therein.
3.1		Certificate of Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
3.2		Bylaws (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.1		Specimen Unit Certificate (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.2		Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.5 filed with Amendment No. 1 to the Company’s Registration Statement on Form S-4 (File no. 333-228366), filed with the SEC on November 29, 2018).
4.3		Specimen Warrant Certificate (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.4		Warrant Agreement, dated November 2, 2017, between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on November 7, 2017).
4.5		Amendment to the Warrant Agreement, dated as of December 9, 2019, between the Company and Continental Stock Transfer and Trust Company (incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on December 12, 2019).
4.6		Description of Capital Stock (incorporated by reference to the Company’s Annual Report on Form 10-K, filed with the SEC on March 16, 2020).

~~Item 13. Certain Relationships and Related Transactions, and Director Independence~~19

Certain Relationships and Related Transactions

10.1		Amended and Restated Securities Purchase Agreement, dated June 30, 2017, between the Company and the Sponsor (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
10.2		Letter Agreement, dated November 2, 2017, by and between the Company, the Sponsor, Krishna Shivram, Andrew F. J. Gould, Charles S. Leykum, Vivek Raj, Gerald Cimador, Kent Jamison and Marc Zenner (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on November 7, 2017).
10.3		Registration Rights Agreement, dated November 2, 2017, between the Company, the Sponsor and certain other security holders (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on November 7, 2017).
10.4		Form of Indemnity Agreement (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
10.5		Letter Agreement, dated January 31, 2018, by and between the Company and Jon A. Marshall (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on February 5, 2018).
10.6		Indemnification Agreement, dated January 31, 2018, by and between the Company and Jon A. Marshall (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on February 5, 2018).
10.7		Convertible Promissory Note, dated as of March 1, 2019, issued to the Sponsor (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on March 6, 2019).
10.8		Conversion Agreement, dated March 31, 2020, by and between the Company and the Sponsor (incorporated by reference to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 12, 2020).
14		Code of Ethics (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
21.1		The Company has no subsidiaries.
24.1		Power of Attorney (included in the signature pages herein)*
31.1		Certification of Principal Executive Officer and Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).*
32.1		Certification of Principal Executive Officer and Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350*
101.INS		Inline XBRL Instance Document.*
101.SCH		Inline XBRL Taxonomy Extension Schema Document.*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.*
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.*
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

~~Founder~~* ~~Shares~~Filed herewith

Following the redemption of the Public Shares, the conversion of the Public Warrants and the forfeiture of the Private Placement Warrants, the only securities of the Company outstanding were shares of Class B common stock (the “Founder Shares”). The Founder Shares are identical to the shares of Class A common stock that were included in the Units sold in the Public Offering except that (1) holders of the Founder Shares have the right to vote on the election of directors prior to an initial business combination, (2) the Founder Shares are subject to certain transfer restrictions, as described in more detail below, (3) holders of the Founder Shares entered into letter agreements with the Company pursuant to which they agreed to waive their redemption rights with respect to any Founder Shares held by them in connection with the completion of an initial business combination, (4) the Founder Shares will automatically convert on a one-for-one basis into shares of Class A common stock at the time of an initial business combination and (5) the Founder Shares are subject to registration rights, as described below.20

16SIGNATURES

~~The~~Pursuant ~~shares of Class B common stock were originally issued in June 2017 pursuant~~ to anthe ~~Amended and Restated Securities Purchase Agreement, by and between~~requirements ~~the~~of ~~Sponsor~~Section ~~and~~13 ~~the~~or ~~Company,~~15(d) ~~for~~of the ~~purchase~~Securities ofAct ~~14,375,000 shares~~ of ~~Class B common stock for $25~~1934,~~000,~~ orthe ~~approximately~~Registrant ~~$0.002 per~~has ~~share.~~duly ~~The~~caused ~~Sponsor~~this ~~subsequently~~Annual ~~surrendered~~Report ~~5,750,000~~to ~~Founder~~be ~~Shares~~signed ~~for~~on ~~no consideration to adjust~~ its ~~holdings~~behalf ~~to an expected~~by ~~20% of~~ the ~~Company’s combined outstanding shares of Class A common stock and Class B common following the Public Offering~~undersigned, ~~resulting~~ inthereunto ~~the~~duly ~~Sponsor holding 8,625,000 Founder Shares~~authorized.

The Sponsor subsequently transferred 37,500 Founder Shares at their original purchase price to Marc Zenner in October 2017 and Jon A. Marshall in April 2018, both of whom were independent directors of the Company at the time. Each of the Sponsor and Messrs. Zenner and Marshall subsequently agreed to forfeit 90% of their Founder Shares when the Company was unable to consummate a business combination prior to the deadline in its Charter, resulting in the Sponsor currently holding 855,000 Founder Shares and each of Messrs. Zenner and Marshall owning 3,750 Founder Shares. As a result, the total number of Founder Shares outstanding as of December 31, 2020 is 862,500.

	SENTINEL ENERGY SERVICES INC.

April 15, 2022	By:	/s/ Gerald Cimador
		Name:	Gerald Cimador
		Title:	Chief Financial Officer (Principal Executive, Financial and Accounting Officer)

~~Transfer~~KNOW ~~Restrictions~~ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Gerald Cimador and Kent Jamison and each or any one of them, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the United States Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

~~The~~Pursuant ~~terms applicable~~ to the ~~Founder Shares provide that, subject to limited exceptions, the Sponsor may not transfer, assign or sell any of the same~~requirements ~~until the earlier to occur~~ of: ~~(A) one year after~~ the ~~completion~~Securities ofExchange ~~the~~Act ~~initial business combination or (B) subsequent to the initial business combination, (x) if the last sale price~~ of ~~the Company’s Class A common stock equals or exceeds $12.00 per share (as adjusted for share splits~~1934, ~~share~~this ~~dividends,~~Annual ~~reorganizations,~~Report ~~recapitalizations~~has ~~and~~been ~~the~~signed ~~like)~~below ~~for~~by ~~any 20 trading days within any 30-trading day period commencing at least 150 days after~~ the ~~initial~~following ~~business~~persons ~~combination, or (y) the date~~ on ~~which~~behalf ~~the Company completes a liquidation, merger, share exchange or other similar transaction that results in all~~ of the ~~Company’s stockholders~~registrant ~~having~~and ~~the~~in ~~right to exchange their common stock for cash, securities or other property. The Sponsor transferred~~ the ~~portion~~capacities ~~of its Founder Shares noted above to Messrs. Zenner~~ and ~~Marshall~~on inthe ~~accordance~~dates ~~with those terms or pursuant to a waiver thereof~~indicated.

Registration Rights

Name	Position	Date

/s/ Gerald Cimador	Chief Financial Officer and Chief Accounting Officer
Gerald Cimador	(Principal Executive, Financial and Accounting Officer)	April 15, 2022

/s/ Andrew F.J. Gould	Chairman of the Board of Directors
Andrew F.J. Gould		April 15, 2022

/s/ Krishna Shivram	Director
Krishna Shivram		April 15, 2022

/s/ Charles S. Leykum	Director
Charles S. Leykum		April 15, 2022

The holders of Founders Shares that may be issued equity securities of the Company upon conversion of working capital loans may be entitled to registration rights (in the case of the Founder Shares, only after conversion of such shares to shares of Class A common stock) pursuant to a registration rights agreement, by and between the Company, the Sponsor and Mr. Zenner. The registration rights include certain demand and “piggyback” rights.21

~~However, the registration~~ ~~rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become~~ ~~effective until termination of the applicable lock~~ false FY 0001709768 0001709768 2021-~~up period for the securities to be registered. The Company will bear the expenses~~01-01 ~~incurred in connection with the filing of any such registration statements.~~ 2021-12-31 0001709768 2021-06-30 0001709768 us-gaap:CommonClassAMember 2022-04-15 0001709768 us-gaap:CommonClassBMember 2022-04-15 0001709768 2021-12-31 0001709768 2020-12-31 0001709768 us-gaap:CommonClassAMember 2021-12-31 0001709768 us-gaap:CommonClassAMember 2020-12-31 0001709768 us-gaap:CommonClassBMember 2021-12-31 0001709768 us-gaap:CommonClassBMember 2020-12-31 0001709768 2020-01-01 2020-12-31 0001709768 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2019-12-31 0001709768 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2019-12-31 0001709768 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001709768 us-gaap:RetainedEarningsMember 2019-12-31 0001709768 2019-12-31 0001709768 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001709768 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001709768 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001709768 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001709768 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2020-12-31 0001709768 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2020-12-31 0001709768 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001709768 us-gaap:RetainedEarningsMember 2020-12-31 0001709768 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001709768 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2021-01-01 2021-12-31 0001709768 us-gaap:AdditionalPaidInCapitalMember 2021-01-01 2021-12-31 0001709768 us-gaap:RetainedEarningsMember 2021-01-01 2021-12-31 0001709768 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2021-12-31 0001709768 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2021-12-31 0001709768 us-gaap:AdditionalPaidInCapitalMember 2021-12-31 0001709768 us-gaap:RetainedEarningsMember 2021-12-31 0001709768 stnl:PrivatePlacementWarrantsMember 2021-01-01 2021-12-31 0001709768 stnl:PublicSharesMember 2019-11-18 0001709768 2019-01-01 2019-12-31 0001709768 2020-05-01 2020-05-04 0001709768 us-gaap:WarrantMember 2019-12-01 2019-12-31 0001709768 us-gaap:IPOMember 2017-11-01 2017-11-30 0001709768 us-gaap:IPOMember 2017-11-30 0001709768 us-gaap:OverAllotmentOptionMember 2017-11-01 2017-11-07 0001709768 us-gaap:OverAllotmentOptionMember 2017-11-01 2017-11-09 0001709768 stnl:PublicWarrantMember 2017-11-01 2017-11-02 0001709768 stnl:PublicWarrantMember 2019-12-01 2019-12-31 0001709768 stnl:SponsorMember stnl:PrivatePlacementWarrantsMember 2017-11-01 2017-11-07 0001709768 stnl:SponsorMember us-gaap:PrivatePlacementMember 2017-11-01 2017-11-07 0001709768 us-gaap:CommonClassBMember 2017-06-01 2017-06-30 0001709768 stnl:FounderMember us-gaap:CommonClassBMember 2017-06-01 2017-06-30 0001709768 stnl:FounderMember 2017-06-30 0001709768 stnl:SponsorMember 2017-08-01 2017-08-31 0001709768 2017-08-01 2017-08-31 0001709768 stnl:FounderMember 2017-10-01 2017-10-31 0001709768 2017-10-01 2017-10-31 0001709768 stnl:SponsorMember 2021-12-31 0001709768 stnl:ConvertiblePromissoryNoteMember 2019-03-01 0001709768 stnl:ConvertiblePromissoryNoteMember 2020-01-01 2020-03-31 0001709768 stnl:ConvertiblePromissoryNoteMember us-gaap:CommonClassAMember 2020-01-01 2020-03-31 0001709768 stnl:ConvertiblePromissoryNoteMember us-gaap:CommonClassAMember 2020-03-31 0001709768 stnl:ConvertiblePromissoryNoteMember 2021-12-31 0001709768 us-gaap:CommonClassAMember 2020-05-01 2020-05-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure

Loans and Advances from Related Party

The Company does not expect to seek loans, advances or contributions from parties other than the Sponsor or an affiliate of the Sponsor. To fund ongoing expenses and operations, the Company borrowed $5,211,417 from the Sponsor in 2019 and 2020, all of which has been converted into shares of the Company’s Class A common stock. The funds were borrowed in connection with (1) the non-interest bearing Convertible Promissory Note issued to the Sponsor on March 1, 2019 in the amount of up to $1.5 million, from which the Company drew $999,640 before the outstanding amount was converted to shares of Class A common stock on March 31, 2020, and (2) non-interest bearing advances to date totaling approximately $4,211,777 from the Sponsor, of $1,832,134 was advanced in the Company’s fiscal year ended December 31, 2020. The total amount drawn on the Convertible Promissory Note and $2,379,643 of the amount advanced by the Sponsor was converted into shares of the Company’s Class A common stock at $10.00 per share pursuant to the Conversion Agreement by and between the Company and the Sponsor, dated March 31, 2020. The remaining $1,832,134 of the amount advanced by the Sponsor was treated as a capital contribution in exchange for which the Company issued to the Sponsor shares of the Company’s Class A common stock at $10.00 per share on March 31, 2020. The Company issued 521,142 shares of the Company’s Class A common stock to the Sponsor in connection with such conversions.

All unpaid principal under the Convertible Promissory Note was due and payable in full on the earlier of November 7, 2019 or the consummation of an initial business combination by the Company by the deadline specified in its Charter. As a result, the Convertible Promissory Note is no longer available to the Company as a source of financing.

As of December 31, 2020, there is no amount advanced from our Sponsor that remains unconverted to shares of our capital stock.

Contributions from Related Party

On May 15, 2020, the Sponsor paid $25,000 to us in exchange for the issuance of 2,500 shares of Class A common stock to the Sponsor. On August 7, 2020, the Sponsor paid a $197,687 capital contribution to us in exchange for the issuance of 19,769 shares of Class A common stock. On December 15, 2020, the Sponsor paid a $75,000 capital contribution to us in exchange for the issuance of 7,500 shares of Class A common stock. Together, these contributions during the fiscal year ended December 31, 2020 totaled $297,687, in exchange for which the Company issued 29,769 shares of Class A common stock to the Sponsor. As of December 31, 2020, there are 550,911 shares of the Company’s Class A common stock outstanding, all of which are held by our Sponsor.

Administrative Support Agreement

Commencing on the date the Units were first listed on the NASDAQ, the Company agreed to pay an affiliate of the Sponsor up to $10,000 per month for office space, utilities and secretarial and administrative support. Since the Company was unable to complete its initial business combination prior to the November 7, 2019 deadline in the Charter, pursuant to the Administrative Support Agreement, the Company ceased paying these monthly fees. The administrative support agreement, however, remains in place for the benefit of the Company.

The Company incurred $0 and $27,535 for such expenses under the administrative service agreement for the years ended December 31, 2020 and 2019, respectively.

Item 14. Principal Accountant Fees and Services.

The firm of WithumSmith+Brown, PC acts as our independent registered public accounting firm. The following is a summary of fees paid to WithumSmith+Brown, PC for services rendered.

Audit Fees. Audit fees consist of fees billed for professional services rendered for the audit of our year-end financial statements and services that are normally provided by WithumSmith+Brown, PC in connection with regulatory filings. The aggregate fees billed by WithumSmith+Brown, PC for professional services rendered for the audit of our annual financial statements, and other required filings with the SEC for the years ended December 31, 2020 and 2019 totaled approximately $30,000 and $52,000, respectively. The above amounts include interim procedures and audit fees.

Audit-Related Fees. Audit-related services consist of fees billed for assurance and related services that are reasonably related to performance of the audit or review of our financial statements and are not reported under “Audit Fees.” These services include attest services that are not required by statute or regulation and consultations concerning financial accounting and reporting standards. During the years ended December 31, 2020 and 2019, we did not pay for consultations concerning financial accounting and reporting standards.

Tax Fees. We paid $4,500 and nil, respectively, to WithumSmith+Brown, PC for tax planning and tax compliance for the years ended December 31, 2020 and 2019.

All Other Fees. We did not pay WithumSmith+Brown, PC for other services for the years ended December 31, 2020 and 2019.

Pre-Approval Policy

The Company had no audit committee for our fiscal year ended December 31, 2020. Since our audit committee disbanded in late 2019, one of our executive officers has approved and expects to pre-approve all auditing services and permitted non-audit services to be performed for us by our auditors, including the fees and terms thereof (subject to the de minimis exceptions for non-audit services described in the Exchange Act which are approved prior to the completion of the audit).

PART IV

Item 15. Exhibits, Financial Statement Schedules

(a) The following documents are filed as part of this Annual Report:

(1) Financial Statements

(2) Financial Statements Schedule

All financial statement schedules are omitted because they are not applicable or the amounts are immaterial and not required, or the required information is presented in the financial statements and notes thereto in is Item 15 of Part IV below.

(3) Exhibits

EXHIBIT INDEX

Exhibit Number		Description
3.1		Certificate of Incorporation (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
3.2		Bylaws (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.1		Specimen Unit Certificate (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.2		Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.5 filed with Amendment No. 1 to the Company’s Registration Statement on Form S-4 (File no. 333-228366), filed with the SEC on November 29, 2018).
4.3		Specimen Warrant Certificate (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 333-38271), filed with the SEC on December 28, 2018).
4.4		Warrant Agreement, dated November 2, 2017, between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on November 7, 2017).
4.5		Amendment to the Warrant Agreement, dated as of December 9, 2019, between the Company and Continental Stock Transfer and Trust Company (incorporated by reference to the Company’s Current Report on Form 8-K, filed with the SEC on December 12, 2019).
4.6		Description of Capital Stock (incorporated by reference to the Company’s Annual Report on Form 10-K, filed with the SEC on March 16, 2020).
10.1		Amended and Restated Securities Purchase Agreement, dated June 30, 2017, between the Company and the Sponsor (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
10.2		Letter Agreement, dated November 2, 2017, by and between the Company, the Sponsor, Krishna Shivram, Andrew F. J. Gould, Charles S. Leykum, Vivek Raj, Gerald Cimador, Kent Jamison and Marc Zenner (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on November 7, 2017).
10.3		Registration Rights Agreement, dated November 2, 2017, between the Company, the Sponsor and certain other security holders (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on November 7, 2017).
10.4		Form of Indemnity Agreement (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
10.5		Letter Agreement, dated January 31, 2018, by and between the Company and Jon A. Marshall (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on February 5, 2018).
10.6		Indemnification Agreement, dated January 31, 2018, by and between the Company and Jon A. Marshall (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on February 5, 2018).
10.7		Convertible Promissory Note, dated as of March 1, 2019, issued to the Sponsor (incorporated by reference to the Company’s Current Report on Form 8-K (File no. 001-38271), filed with the SEC on March 6, 2019).
10.8		Conversion Agreement, dated March 31, 2020, by and between the Company and the Sponsor (incorporated by reference to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 12, 2020).
14		Code of Ethics (incorporated by reference to the Company’s Registration Statement on Form S-1 (File no. 333-220584), filed with the SEC on September 22, 2017).
21.1		The Company has no subsidiaries.
24.1		Power of Attorney (included in the signature pages herein)*
31.1		Certification of Principal Executive Officer and Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).*
32.1		Certification of Principal Executive Officer and Principal Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350*
101.INS		XBRL Instance Document*
101.SCH		XBRL Taxonomy Extension Schema*
101.CAL		XBRL Taxonomy Calculation Linkbase*
101.LAB		XBRL Taxonomy Label Linkbase*
101.PRE		XBRL Definition Linkbase Document*
101.DEF		XBRL Definition Linkbase Document*

* Filed herewith

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, the Registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	SENTINEL ENERGY SERVICES INC.
March 29, 2021	By:	/s/ Gerald Cimador
		Name:	Gerald Cimador
		Title:	Chief Financial Officer (Principal Executive, Financial and Accounting Officer)

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Gerald Cimador and Kent Jamison and each or any one of them, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the United States Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Name	Position	Date
/s/ Gerald Cimador	Chief Financial Officer and Chief Accounting Officer
Gerald Cimador	(Principal Executive, Financial and Accounting Officer)	March 29, 2021
/s/ Andrew F.J. Gould	Chairman of the Board of Directors
Andrew F.J. Gould		March 29, 2021
/s/ Krishna Shivram	Director
Krishna Shivram		March 29, 2021
/s/ Charles S. Leykum	Director
Charles S. Leykum		March 29, 2021

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