0000899243-17-016695.txt : 20170619 0000899243-17-016695.hdr.sgml : 20170619 20170619172724 ACCESSION NUMBER: 0000899243-17-016695 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170616 FILED AS OF DATE: 20170619 DATE AS OF CHANGE: 20170619 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Solaris Oilfield Infrastructure, Inc. CENTRAL INDEX KEY: 0001697500 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8901 GAYLORD DRIVE STREET 2: SUITE 210 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: (281)501-3070 MAIL ADDRESS: STREET 1: 8901 GAYLORD DRIVE STREET 2: SUITE 210 CITY: HOUSTON STATE: TX ZIP: 77024 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Solaris Energy Capital, LLC CENTRAL INDEX KEY: 0001705554 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38090 FILM NUMBER: 17919316 BUSINESS ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: (281) 501-3070 MAIL ADDRESS: STREET 1: 9811 KATY FREEWAY STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77024 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-06-16 0 0001697500 Solaris Oilfield Infrastructure, Inc. SOI 0001705554 Solaris Energy Capital, LLC 9811 KATY FREEWAY, SUITE 900 HOUSTON TX 77027 0 0 1 0 Class B Common Stock 6052744 D Solaris Oilfield Infrastructure, LLC Units 0.00 Class A Common Stock 6052744 D Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally. Includes 366,764 shares received in connection with the Issuer's initial public offering (the "Offering"). Upon the closing of the Offering, (i) the First Amended and Restated Limited Liability Company Agreement of Solaris Oilfield Infrastructure, LLC ("Solaris LLC"), of which the Issuer is the managing member, was amended and restated (as amended and restated, the "Solaris LLC Agreement") to, among other things, convert all of the membership interests in Solaris LLC held by its existing owners, into a single class of units in Solaris LLC referred to as Solaris LLC Units and (ii) Solaris LLC distributed to its members, including the Reporting Person, one share of Class B common stock for each Solaris LLC Unit held by such members. Includes 5,685,980 shares received in connection with the Distribution (as defined below). On June 16, 2017, Loadcraft Site Services LLC ("LSS") distributed an aggregate total of 11,595,898 Solaris LLC Units, together with a corresponding number of shares of the Issuer's Class B common stock, to its members on a pro rata basis in accordance with their respective ownership interests as determined in accordance with the Unitholders' Agreement, dated as of April 14, 2017, by and among the LSS, SEC Loadcraft Management LLC and the other signatories thereto, with no consideration being paid in connection therewith (the "Distribution"). Subject to the terms of the Solaris LLC Agreement, the Solaris LLC Units (together with a corresponding number of shares of Class B common stock) are exchangeable from time to time for shares of Class A common stock of the Issuer. /s/ Cynthia M. Durrett, Vice President and Secretary 2017-06-19