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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Termination of a Material Definitive Agreement. Termination of Term Loan Agreement On May 12, 2026, substantially concurrently with the closing of the Offering and the Credit Agreement, the Issuer terminated that certain Senior Secured Term Loan Agreement, dated as of March 16, 2026 (as amended by that certain Amendment No. 1 to Senior Secured Term Loan Agreement, dated as of April 8, 2026, and as otherwise amended, supplemented, or modified, the “Term Loan Agreement”), by and among the Issue…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under
Entry into a Material Definitive Agreement. Indenture On May 12, 2026, Solaris Energy Infrastructure, LLC (the “Issuer”), a subsidiary of Solaris Energy Infrastructure, Inc. (the “Company”), issued $1.3 billion aggregate principal amount of a new series of the Issuer’s 6.375% Senior Notes due 2031 (the “Notes”) in a private placement (the “Offering”) conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Notes were issued at p…
Entry into a Material Definitive Agreement. On May 5, 2026, Solaris Energy Infrastructure, Inc. (the “Company”), Solaris Energy Infrastructure, LLC, a subsidiary of the Company (the “Issuer”), and the subsidiary guarantors named therein (the “Subsidiary Guarantors”) entered into a purchase agreement (the “Purchase Agreement”) with Goldman Sachs & Co. LLC, as representative of the several initial purchasers named therein (collectively, the “Initial Purchasers”), under which they agreed to sell…
Regulation FD Disclosure. On May 5, 2026, Solaris Energy Infrastructure, Inc. (the “Company”) announced that, subject to market conditions, Solaris Energy Infrastructure, LLC (the “Issuer”), a subsidiary of the Company, intends to offer for sale $1.3 billion aggregate principal amount of Senior Notes due 2031 (the “Notes”) in a private placement (the “Offering”) conducted pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). In connection…
Completion of Acquisition or Disposition of Assets. Upon further evaluation, the Company has determined that the Transaction does not involve the acquisition of a “significant amount of assets” for purposes of
Results of Operations and Financial Condition On April 27, 2026, Solaris Energy Infrastructure, Inc. (the “Company”) issued a press release announcing its operating and financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference herein. Additionally, on April 27, 2026, the Company posted a new investor presentation on its website, www.solaris-energy.com. A copy of the presentation can be reviewed at the Company…
Entry into a Material Definitive Agreement. On April 8, 2026, Solaris Energy Infrastructure, Inc. (the “Company”) and certain of its subsidiaries entered into Amendment No. 1 (the “Amendment”) to its senior secured term loan agreement, dated as of March 16, 2026 (as amended by the Amendment, the “Term Loan Agreement”), among the Company, certain of the Company’s subsidiaries, Goldman Sachs Bank USA, as administrative agent and collateral agent, and the lenders party thereto. Among other chang…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Entry into a Material Definitive Agreement. Securities Purchase Agreement On March 16, 2026, Solaris Energy Infrastructure, Inc., a Delaware corporation (the “ Company ”), entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with Solaris Energy Infrastructure, LLC, a Delaware limited liability company and operating subsidiary of the Company (“ OpCo ”), Project G Buyer, LLC, a Texas limited liability company and then a wholly owned subsidiary of the Company (the “ Buyer ”)…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in
Other Events. On March 16, 2026, the Company announced the consummation of the transactions contemplated by the Assignment, Assumption, Novation and Amendment Agreement, dated March 13, 2026 (the “ Assumption Agreement ”), with Colusa Power Infrastructure Partners, LLC, a Delaware limited liability company (“ Colusa ”) and Baker Hughes Energy Services LLC, a Delaware limited liability company (“ Baker Hughes ”), pursuant to which Solaris Power assumed all of Colusa’s right, title, interest, d…
Termination of a Material Definitive Agreement. Termination of ABL On March 16, 2026, substantially concurrently with the closing of the Term Loan Agreement, the ABL Borrowers (as defined below) terminated that certain loan, security and guaranty agreement, dated as of October 2, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “ LSA ”), by and among the Company and certain of its subsidiaries, as borrowers (the “ ABL Borrowers ”), Bank of America, N.A., a…
The issuance of the Equity Consideration to the Sellers was completed in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) thereof as a transaction by an issuer not involving any public offering. The Company relied on this exemption from registration based in part on representations made by the Sellers.
Completion of Acquisition or Disposition of Assets. The information set forth in
Results of Operations and Financial Condition On February 24, 2026, Solaris Energy Infrastructure, Inc. (the “Company”) issued a press release announcing its operating and financial results for the quarter ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference herein. Additionally, on February 24, 2026, the Company posted a new investor presentation on its website, www.solaris-energy.com. A copy of the presentation can be reviewed at th…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Financial Officer and Principal Financial Officer On February 12, 2026 (the “Effective Date”), the Board of Directors (the “Board”) of Solaris Energy Infrastructure, Inc. (the “Company”) appointed Stephan E. Tompsett as Chief Financial Officer of the Company. Mr. Tompsett will serve as the principal financial officer of the Com…
Entry into a Material Definitive Agreement. On February 12, 2026 (the “Effective Date”), Solaris Power Solutions, LLC, a Texas limited liability company (“Lessor”) and an indirect subsidiary of Solaris Energy Infrastructure, Inc., a Delaware corporation (the “Company”), entered into a Master Equipment Rental Agreement (the “Agreement”) with Hatchbo, LLC, a Delaware limited liability company and an affiliate of an investment grade, global technology company and industry leader in the evolving…
Results of Operations and Financial Condition On November 3, 2025, Solaris Energy Infrastructure, Inc. (the “Company”) issued a press release announcing its operating and financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference herein. Additionally, on November 3, 2025, the Company posted a new investor presentation on its website, www.solaris-energy.com. A copy of the presentation can be reviewed at the…
Creation of a Direct Financial Obligation or an Off-Balance Sheet Arrangement. The disclosure set forth in
Entry Into or Amendment of a Material Definitive Agreement. Convertible Notes Underwriting Agreement On October 6, 2025, Solaris Energy Infrastructure, Inc. (the “ Company ”) entered into an underwriting agreement (the “ Convertible Notes Underwriting Agreement ”) with Morgan Stanley & Co. LLC, as representative of the several underwriters named in Schedule I thereto, in connection with the issuance and sale of $650,000,000 aggregate principal amount of the Company’s 0.25% Convertible Senior…
The shares of Class A common stock issuable upon conversion of the Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. We do not intend to file a registration statement for the resale of the Notes or any shares of Class A common stock issuable upon conversion of the Notes. We anticipate any such future issuances will be made in accordance with Section 3(a)(9)…
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided under
Entry into a Material Definitive Agreement. Revolving Credit Facility Amendment On October 6, 2025, we entered into the third amendment (the “Revolver Amendment”) to our loan, security, and guaranty agreement (the “Revolving Credit Facility”) with Bank of America, N.A. as agent and the lenders party thereto. The Revolver Amendment permits, among other things, the issuance of certain convertible debt and related derivative securities.
Results of Operations and Financial Condition On July 23, 2025, Solaris Energy Infrastructure, Inc. (the “Company”) issued a press release announcing its operating and financial results for the quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 and incorporated by reference herein. Additionally, on July 23, 2025, the Company posted a new investor presentation on its website, www.solaris-energy.com. A copy of the presentation can be reviewed at the Company’s…
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