Form: 8-K

Current report filing

December 10, 2024

false000168024700016802472024-12-102024-12-10

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): December 10, 2024
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.)

303 W. Wall St, Suite 102, Midland, Texas 79701
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (432) 688-0012

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: 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.001 per share PUMP New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
      Emerging growth company
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. o







Item 7.01 Regulation FD Disclosure.

On December 10, 2024, ProPetro Holding Corp. (the “Company”) issued a press release announcing its ProPWRSM power generation business. A copy of the press release is furnished as Exhibit 99.1 hereto.

The information furnished with this report, including Exhibit 99.1, shall not be deemed to be “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 to be 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 8.01 Other Events.

In connection with the announcement of its ProPWRSM mobile power generation business, ProPetro Energy Solutions, LLC (“PES”), an indirect wholly-owned subsidiary of the Company, placed a purchase order for the manufacture of approximately 110 megawatts of mobile natural gas-fueled power generation equipment. The aggregate cost of such equipment is approximately $122 million and will be funded through a combination of cash and debt financing. The cash investment of up to approximately $20 million is expected to be made in early-2025 with the remaining cost of the investment expected to be financed as progress payments become due and deliveries ultimately occur commencing in mid-2025. PES expects to deploy the units following delivery commencing in mid-2025 through early 2026. The purchase order and terms and conditions of sale also contain customary representations, warranties and agreements of the parties, indemnification obligations, and other customary terms and conditions.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
  Description of Exhibit
   
99.1
104 Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101)





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: December 10, 2024
 
PROPETRO HOLDING CORP.
 
/s/ David S. Schorlemer
David S. Schorlemer
Chief Financial Officer