SecProbe.io

Mail Stop 4628
April 17, 2018

Sherif Foda
Chief Executive Officer
National Energy Services Reunited Corp.
777 Post Oak Blvd., Suite 730
Houston, Texas 77056

Re:  National Energy Services Reunited Corp.
Amendment No. 1 to Preliminary Proxy Statement on Schedule 14A
Filed April 2, 2018
 File No. 001 -38091

Dear Mr. Foda:

We have reviewed your amended filing and have the following comments. In some of
our comments, we may ask you to provide us with information so we may better understand
your disclosure.

Please respond to these comments within ten business days by providing the
requested information or advise us as soon as possible when you will respond. If you do not
believe our comments apply to your facts and circumstances, please tell us why in your
response.

After reviewing your response to these comments, we may have additional
comments.  Unless we note otherwise, our references to prior comments are to comments in
our letter to you dated March 14, 2018 .

General

 We have considered your responses to comments 2 and 4.  Please further  revise your 1.
disclosure  to identify the principal parties  participating  in the backstop arrangement .
Similarly, please identify those individual s exercising dispositive power over shares
to be acquired by any entity.   If you do not intend to file the finalized agreement prior
to distribution of the definitive proxy , please explain to us the reasons for that
approach .

 In your response to prior comment 3, you state in part: “ Since most of the regional 2.
oilfield services companies in the MENA region are privately held companies and
hence public information is not available for them, we based our assertions on NPS
management’s knowledge of the size of each competitor’s operations and information
procured by a third -party evaluation firm. ”  Absent additional explanation and
context, the reader is unaware of the basis for these assertions.  If you continue to

Sherif Foda
National Energy Services Reunited Corp.
April 17, 2018
Page 2

 make references to “key metrics” and the pu rported outperformance by the Target
Companies of its peers, revise to identify those metrics and provide additional
contextual explanations for your related assertions.

Reasons for the Business Combination, page 31

 We have considered your revisions in response to comment 6 and your reference to a 3.
period ending in December 2017.  Please balance your updated disclosure in this
section by including a discussion regarding current U.S. macro trends, such as
increasing pro duction from U.S. shale exporters and the resultant impact on
anticipated global oversupply.

Unaudited Pro Forma Condensed Combined Financial Information, page 67

 We have reviewed your response to prior comment 8 and your analysis of the factors 4.
pursua nt to ASC 805 -10-55-11 and ASC 805 -10-55-12 to support your conclusion
that NESR is the accounting acquirer.  You state “the outside investors are not
affiliated with Targets.”  However, it is unclear whether this statement applies to the
Backstop Investor .  Please tell us whether the Backstop Investor is related to NESR,
NPS or GES.  If the Backstop Investor is affiliated with or otherwise related to one of
these entities, provide us with an updated analysis as to how this relationship impacts
your conclus ion that NESR is the accounting acquirer under the minimum and
maximum redemption scenarios.

Notes to Unaudited Pro Forma Condensed Combined Financial Information, page 72

Note 3. GES Historical Financial Statements, page 76

Adjustments to Unaudited Pro  Forma Condensed Combined Balance Sheet, page 78

 We note that pro forma adjustment (a) includes two adjustments, one for the 5.
difference in the basis of presentation between IFRS and US GAAP and the other for
the impairment of goodwill in fiscal 2017. Addi tionally, we note that pro forma
adjustment (aa) reflects the full impairment in fiscal 2017 of goodwill.  However,
Note 5 per page F -66 shows that GES fully impaired its goodwill balance in fiscal
2016.  Please clarify for us why these adjustments are des cribed as impacting fiscal
2017.

Voting Rights, page 96

 Please revise in this section to discuss the material terms of the voting agreement and 6.
describe the restrictions on the shares and expiration date, as applicable.

Backstop and Forward Purchase Agreement , page 99

 We note your response to comment 20.  Please expand your disclosure in this section 7.
to explain briefly the background of the initial interaction with MEA Energy

Sherif Foda
National Energy Services Reunited Corp.
April 17, 2018
Page 3

 Advisory UK, LLP regarding the backstop arrangement  and the reasons that th is form
of financing is being implemented in these circumstances .

Projected Synergies, page 120

 You have not disclosed  all the various detailed projections which appear to have been 8.
provided in connection with the negotiations and in preparation of the fairness
opinion.  Please include enhanced disclosure which includes all the material forecasts,
“growth assumptions,” and si milar information that was exchanged among the parties
in connection with negotiating the terms of the transactions.   To the extent that you
withhold disclosure of certain such items in your next amended proxy statement,
explain to us why you have omitted  that information.

GES Management’s Discussion and Analysis of Financial Condition and Results of
Operations, page 224

Results of Operations, page 225

Depreciation and Amortization Cost, page 232

 You state the reason for the decrease in depreciation an d amortization costs between 9.
fiscal years 2017 and 2016 is due to “a reduction in professional and legal expenses.”
Please revise your discussion as this statement does not appear to apply to
depreciation and amortization costs.

NESR Financial Statements

Note 7. Commitments and Contingencies, page F -14

Contingent Transaction Fee Arrangements, page F -14

 We note you entered into a fee arrangement with a service provider to assist in the 10.
identification of a business combination and to the extent  one is consummated, you
anticipate “incurring a significant amount of additional costs” under this arrangement.
Please expand this disclosure to provide the key terms of this arrangement.

Closing Comments

We remind you that the company and its managem ent are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.

You may contact Jennifer O’Brien, Staff Accountant, at (202) 551 -3721 or Shannon
Buskirk, Staff Accou ntant, at (202) 551 -3717 if you have questions regarding comments on
the financial statements and related matters.  Please contact Jerard Gibson, Staff Attorney, at

Sherif Foda
National Energy Services Reunited Corp.
April 17, 2018
Page 4

 (202) 551 -3473 or, in his absence, Timothy S. Levenberg, Special Counsel, at (202) 551 -
3707  with any other questions.

Sincerely,

 /s/ John Reynolds

John Reynolds
Assistant Director
Office of Natural Resources