Solaris Energy Infrastructure, Inc. Announces Commencement of Underwritten Public Offering of Class A Common Stock
10 December 2024 - 8:04AM
Business Wire
Solaris Energy Infrastructure, Inc. (“Solaris” or the “Company”)
(NYSE: SEI) today announced that it has commenced an underwritten
public offering of 6,500,000 shares of its Class A common stock,
par value $0.01 per share (“Class A common stock”). In connection
with the offering, Yorktown Energy Partners X, L.P. (“Yorktown”), a
selling stockholder of the Company, expects to grant the
underwriters the option to purchase up to an additional 975,000
shares of Class A common stock (the “Option Shares”) on the same
terms and conditions within 30 days.
The Company intends to contribute all of the net proceeds it
receives from the offering to Solaris Energy Infrastructure, LLC
(“Solaris LLC”) in exchange for a number of Solaris LLC membership
units equal to the number of shares of Class A common stock issued
in the offering. Solaris LLC will use the net proceeds to fund
growth capital for additional power generation equipment, including
new natural gas turbines and complementary “balance of plant”
electrical equipment, to support customer activity. The Company
will not receive any proceeds from the sale of the Option Shares
offered by Yorktown.
Santander US Capital Markets LLC is acting as book-running
manager and representative of the underwriters.
The offering is being made pursuant to a shelf registration
statement on Form S-3, including a base prospectus, which was filed
with the U.S. Securities and Exchange Commission (the “SEC”) and
became effective on November 25, 2024. The preliminary prospectus
supplement, and accompanying base prospectus, relating to the
offering, and a final prospectus supplement, when available, will
be filed with the SEC and will be available on the SEC’s website at
www.sec.gov. Copies of the preliminary prospectus supplement, and
accompanying base prospectus, relating to the offering, and the
final prospectus supplement, when available, may be obtained by
sending a request to: Santander US Capital Markets LLC, Attention:
ECM Syndicate, 437 Madison Avenue, New York, NY 10022, by email at
equity-syndicate@santander.us, or by telephone at 833-818-1602, or
by accessing the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the shares of Class A common stock
or any other securities, nor shall there be any sale of such shares
of Class A common stock or any other securities in any state or
other jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such state or other jurisdiction.
ABOUT SOLARIS
Solaris Energy Infrastructure, Inc. (NYSE:SEI) provides scalable
equipment-based solutions for use in distributed power generation
as well as the management of raw materials used in the completion
of oil and natural gas wells. Headquartered in Houston, Texas,
Solaris serves multiple U.S. end markets, including energy, data
centers, and other commercial and industrial sectors.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Examples of forward-looking statements include, but are
not limited to, statements with respect to economic, market or
business conditions, satisfaction of customary closing conditions
related to the proposed offering, and the other risks discussed in
Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K
for the year ended December 31, 2023 filed with the SEC on February
27, 2024 and in Part II, Item 1A. “Risk Factors” in our Quarterly
Report on Form 10-Q for the quarters ended June 30, 2024 and
September 30, 2024 filed with the SEC on August 9, 2024 and
November 7, 2024, respectively. Forward-looking statements are
based on our current expectations and assumptions regarding our
business, the economy and other future conditions. Because
forward-looking statements relate to the future, by their nature,
they are subject to inherent uncertainties, risks and changes in
circumstances that are difficult to predict. As a result, our
actual results may differ materially from those contemplated by the
forward-looking statements. Factors that could cause our actual
results to differ materially from the results contemplated by such
forward-looking statements include, but are not limited to the
factors discussed or referenced in our filings made from time to
time with the SEC. Readers are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the
date hereof. Factors or events that could cause our actual results
to differ may emerge from time to time, and it is not possible for
us to predict all of them. We undertake no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future developments or otherwise, except as may
be required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20241209273063/en/
INVESTOR RELATIONS CONTACT Yvonne Fletcher Senior Vice
President, Finance and Investor Relations (281) 501-3070
IR@solaris-energy.com
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