0001483885-18-000004.txt : 20180208
0001483885-18-000004.hdr.sgml : 20180208
20180208082807
ACCESSION NUMBER: 0001483885-18-000004
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 2
FILED AS OF DATE: 20180207
DATE AS OF CHANGE: 20180208
SUBJECT COMPANY:
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
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-89983
FILM NUMBER: 18582892
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
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: HODGES CAPITAL HOLDINGS INC.
CENTRAL INDEX KEY: 0001483885
IRS NUMBER: 752278916
STATE OF INCORPORATION: TX
FISCAL YEAR END: 0731
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: 2905 MAPLE AVENUE
CITY: DALLAS
STATE: TX
ZIP: 75201
BUSINESS PHONE: 214-954-1177
MAIL ADDRESS:
STREET 1: 2905 MAPLE AVENUE
CITY: DALLAS
STATE: TX
ZIP: 75201
FORMER COMPANY:
FORMER CONFORMED NAME: FIRST DALLAS HOLDINGS INC
DATE OF NAME CHANGE: 20100211
SC 13G
1
soi2017dec31.txt
SOI 13G ANNUAL AMENDMENT
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
SOLARIS OILFIELD INFRASTRUCTURE, INC.
COMMON STOCK, $0.01 par value
83418M103
December 31, 2017
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
X Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
NOTE:The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act.
Persons who respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid OMB
control number.
CUSIP No. 83418M103
1. Names of Reporting Persons.
HODGES CAPITAL HOLDINGS, INC.
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
Texas
5. Sole Voting Power: 0
6. Shared Voting Power: 1,001,000
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 1,002,790
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,002,790
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9): 8.8%
12. Type of Reporting Person: HC
CUSIP No. 83418M103
1. Names of Reporting Persons.
CRAIG D. HODGES
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
MR. HODGES IS A UNITED STATES CITIZEN
5. Sole Voting Power: 0
6. Shared Voting Power: 1,001,000
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 1,002,790
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,002,790
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9): 8.8%
12. Type of Reporting Person: HC
CUSIP No. 83418M103
1. Names of Reporting Persons.
Hodges Capital Management, Inc.
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
Texas
5. Sole Voting Power: 0
6. Shared Voting Power: 1,000,000
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 1,002,790
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,002,790
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9): 8.8%
12. Type of Reporting Person (See Instructions): IA
CUSIP No. 83418M103
1.Names of Reporting Persons.
Hodges Fund, A Series of professionally Managed Portfolios
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
Massachusetts
5. Sole Voting Power: 0
6. Shared Voting Power: 400,000
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 400,000
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 400,000
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9): 3.5%
12. Type of Reporting Person (See Instructions): IV
CUSIP No. 83418M103
1.Names of Reporting Persons.
Hodges Small Cap Fund, A Series of professionally Managed Portfolios
2. Check the Appropriate Box if a Member of a Group
(a)
(b)
3. SEC Use Only
4. Citizenship or Place of Organization
Massachusetts
5. Sole Voting Power: 0
6. Shared Voting Power: 600,000
7. Sole Dispositive Power: 0
8. Shared Dispositive Power: 600,000
9. Aggregate Amount Beneficially Owned by Each Reporting Person: 600,000
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9): 5.3%
12. Type of Reporting Person (See Instructions): IV
Item 1.
(a) Name of Issuer:
Solaris Oilfield Infrastructure, Inc.
(b) Address of Issuer's Principal Executive Offices:
9811 Katy Freeway
Suite 900
Houston, TX 75201
Item 2.
(a) Name of Person Filing:
Hodges Capital Holdings, Inc.("HCHI")
Craig D. Hodges
Hodges Capital Management, Inc.("HCM")
Hodges Fund
Hodges Small Cap Fund
(b) Address of Principal Business Office or, if none, Residence:
2905 Maple Ave.
Dallas, Texas 77024
(b) Citizenship:
Hodges Capital Holdings, Inc. is a Texas corporation.
Craig D. Hodges is a citizen of the United States.
Hodges Capital Management is a Texas corporation.
Hodges Fund is a series of a Massachusetts business trust.
Hodges Small Cap Fund is a series of a Massachusetts business trust.
(d) Title of Class of Securities:
Units of beneficial Interests in Texas Pacific Land Trust
(e) CUSIP Number:
83418M103
Item 3. If this statement is filed pursuant to SS240.13d-1(b) or 240.13d-2(b)
or (c), check whether the person filing is a:
(g) X A parent holding company or control person in accordance with
S 240.13d-1(b)(1)(ii)(G).
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
Hodges Capital Holdings, Inc. 1,002,790
Craig D. Hodges 1,002,790
Hodges Capital Management, Inc. 1,002,790
Hodges Fund 400,000
Hodges Small Cap Fund 600,000
(b) Percent of class:
Hodges Capital Holdings, Inc. 8.8%
Craig D. Hodges 8.8%
Hodges Capital Management, Inc. 8.8%
Hodges Fund 3.5%
Hodges Small Cap Fund 5.3%
The calculation of the percentage of beneficial ownership of the Company's
units of beneficial interest is based upon 11,316,438 shares outstanding on
November 2, 2017, as disclosed by the Company in its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2017.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Hodges Capital Holdings, Inc 0
Craig D. Hodges 0
Hodges Capital Management, Inc. 0
Hodges Fund 0
Hodges Small Cap Fund 0
(ii) Shared power to vote or to direct the vote:
Hodges Capital Holdings, Inc. 1,001,000
Craig D. Hodges 1,001,000
Hodges Capital Management, Inc. 1,000,000
Hodges Fund 400,000
Hodges Small Cap Fund 600,000
(iii) Sole power to dispose or to direct the disposition of:
Hodges Capital Holdings, Inc 0
Craig D. Hodges 0
Hodges Capital Management, Inc. 0
Hodges Fund 0
Hodges Small Cap Fund 0
(iv) Shared power to dispose or to direct the disposition of:
Hodges Capital Holdings, Inc. 1,002,790
Craig D. Hodges 1,002,790
Hodges Capital Management, Inc. 1,002,790
Hodges Fund 400,000
Hodges Small Cap Fund 600,000
The reported are shares of beneficial Interests.
All 1,002,790 of the reported shares collectively, the ("reported Shares") may
be deemed as beneficially owned by HCHI, which is the owner of HCM,
and Craig D. Hodges, who is the controlling shareholder of HCHI.
1,790 of the Reported Shares are held in seperate accounts managed
by HCM, each of which, individually, owns less than 1% of the common
stock of the Issuer(each a "Separate Account"). HCM is a registered
investment adviser registered with the SEC.
400,000 of the Reported Shares are held by the Hodges Fund, 600,000
of the Reported Shares are held by the Hodges Small Cap Fund both of
which are series of Professionally Managed Portfolios, an investment
company registered under the Investment Company Act of 1940.
The investment adviser to these funds is HCM, which may be deemed
to be a beneficial owner of the funds' Reported Shares.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company or Control Person
Hodges Capital Management, Inc. is wholly-owned by First Dallas Holdings, Inc.,
and is a registered investment adviser in accordance with
S 240.13d-1(b)(1)(ii)(E)
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
Exhibits
Exhibit 1:
Joint Filing Agreement dated December 31, 2017, among HCHI, Craig D.
Hodges, HCM, Hodges Fund and Hodges Small Cap Fund.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 5, 2018
Craig D. Hodges
Chairman
EX-1
2
soiexhibit2017dec31.txt
SOI 13G FILING AGREEMENT
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934
as amended, the undersigned agree to the joint filing on behalf of each of
them of a Statement on Schedule 13G (including any and all amendments thereto)
with respect to the units of beneficial interests in Texas Pacific Land Trust
and further agree that this Joint Filing Agreement shall be included as an
Exhibit to such joint filings. The undersigned further agree that each party
hereto is responsiblefor the timely filing of such Statement on Schedule 13G
and any amendments thereto, and for the accuracy and completenessof the
information concerning such party contained therein; provided, however,that
no party is responsible for the accuracy or completeness of the information
concerning any other party,unless such party knows or has reason to believe
that such information is inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect
as if the signature on each counterpart were upon the same instrument.
IN WITNESS WHEREOF, each of the undersigned has executed this Agreement
as of February 5, 2018.
HODGES CAPITAL HOLDINGS, INC.
By: /s/ Craig D. Hodges
Name: Craig D. Hodges
Title: Chairman
HODGES CAPITAL MANAGEMENT, INC.
By: /s/ Craig D. Hodges
Name: Craig D. Hodges
Title: Chairman
HODGES FUND, A SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS
By: HODGES CAPITAL MANAGEMENT, INC., ADVISER TO HODGES FUND
By: /s/ Craig D. Hodges
Name: Craig D. Hodges
Title: Chairman
HODGES SMALL CAP FUND, A SERIES OF PROFESSIONALLY MANAGED PORTFOLIOS
By: HODGES CAPITAL MANAGEMENT, INC., ADVISER TO HODGES SMALL CAP FUND
By: /s/ Craig D. Hodges
Name: Craig D. Hodges
Title: Chairman