UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 13, 2018

ProPetro Holding Corp.
(Exact name of registrant as specified in its charter) 
 
 
 
 
 
 
 
Delaware
 
001-38035
 
26-3685382
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
1706 S. Midkiff, Bldg. B
Midland, TX
 
79701
(Address of principal executive offices)
 
(Zip Code)

(432) 688-0012
(Registrant’s telephone number, including area code)
(Not applicable)
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below): 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR230.405) of Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
 
 
 
Emerging growth company
ý
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. ý











Item 7.01 Regulation FD Disclosure.

On November 13, 2018, ProPetro Holding Corp. (the "Company") issued a press release announcing its entry into a purchase and sale agreement with Pioneer Natural Resources Pumping Services LLC ("Pioneer Pumping Services") and Pioneer Natural Resources USA, Inc. ("Pioneer", and together with Pioneer Pumping Services, the "Sellers") for the purchase of certain assets and real property related to the Sellers' pressure pumping, pump down and coiled tubing services (the "Acquisition"). The Company also announced that it will hold a conference call to discuss the Acquisition on Wednesday, November 14th at 8:00 A.M. Central Time (the "Conference Call"). A copy of the press release is furnished as Exhibit 99.1 hereto.

On November 14, 2018, the Company posted an investor presentation to its website pertaining to the Acquisition, which it will discuss on the Conference Call. The presentation is posted on the Company's website at ir.propetroservices.com/presentations and attached hereto as Exhibit 99.2.

The information furnished with this report, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
 
Description of Exhibit
 
 
99.1
 
99.2
 





SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 14, 2018
 
PROPETRO HOLDING CORP.
 
/s/ Mark Howell
Mark Howell
General Counsel