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