Attached files
Exhibit 3.2
CERTIFICATE OF MERGER OF
LOS NEWCO MERGER SUB LLC
WITH AND INTO
LIBERTY OILFIELD SERVICES NEW HOLDCO LLC
Pursuant to Section 18-209 of the Delaware Limited Liability Company Act (the Delaware Act), the undersigned company submits the following Certificate of Merger adopted for filing and hereby certifies that:
FIRST: The name and state of domicile of each of the constituent entities is as follows:
Name of Entity |
Type of Entity |
Jurisdiction of Formation | ||
LOS NewCo Merger Sub LLC |
Limited liability company | Delaware | ||
Liberty Oilfield Services New HoldCo LLC |
Limited liability company | Delaware |
SECOND: A Master Reorganization Agreement (the Master Reorganization Agreement) providing for the merger (the Merger) of LOS NewCo Merger Sub LLC, a Delaware limited liability company (NewCo), with and into Liberty Oilfield Services New HoldCo LLC, a Delaware limited liability company (Liberty LLC), has been approved, adopted, certified, executed and acknowledged in accordance with the provisions of Section 18-209 of the Delaware Act by each of the constituent entities.
THIRD: Liberty LLC shall be the surviving company after the Merger (the Surviving Company). The name of the Surviving Company is Liberty Oilfield Services New HoldCo LLC.
FOURTH: The Merger is to become effective upon filing of this certificate.
FIFTH: The Certificate of Formation of Liberty LLC, as filed December 21, 2016 with the Secretary of State of the State of Delaware, shall be and will constitute the certificate of formation of the Surviving Company.
SIXTH: The executed Master Reorganization Agreement is on file at: 950 17th Street, Suite 2400, Denver, Colorado 80202, the principal place of business of the Surviving Company.
SEVENTH: A copy of the Master Reorganization Agreement will be furnished by the Surviving Company, upon request and without cost, to any member of either constituent limited liability company.
[Signature page follows]
IN WITNESS WHEREOF, Liberty LLC has caused this Certificate of Merger to be signed by a duly authorized officer thereof, on the 17th day of January, 2018.
LIBERTY OILFIELD SERVICES NEW HOLDCO LLC | ||
By: | /s/ Michael Stock | |
Name: | Michael Stock | |
Title: | Chief Financial Officer |