0001140361-21-037308.txt : 20211109
0001140361-21-037308.hdr.sgml : 20211109
20211109210410
ACCESSION NUMBER: 0001140361-21-037308
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211105
FILED AS OF DATE: 20211109
DATE AS OF CHANGE: 20211109
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HBC Water Resources LP
CENTRAL INDEX KEY: 0001892966
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40955
FILM NUMBER: 211394075
BUSINESS ADDRESS:
STREET 1: 3963 MAPLE AVENUE, SUITE 450
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-451-4645
MAIL ADDRESS:
STREET 1: 3963 MAPLE AVENUE, SUITE 450
CITY: DALLAS
STATE: TX
ZIP: 75219
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HBC Water Resources II LP
CENTRAL INDEX KEY: 0001892967
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40955
FILM NUMBER: 211394074
BUSINESS ADDRESS:
STREET 1: 3963 MAPLE AVENUE, SUITE 450
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-451-4645
MAIL ADDRESS:
STREET 1: 3963 MAPLE AVENUE, SUITE 450
CITY: DALLAS
STATE: TX
ZIP: 75219
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Aris Water Solutions, Inc.
CENTRAL INDEX KEY: 0001865187
STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 9811 KATY FREEWAY
STREET 2: SUITE 700
CITY: HOUSTON
STATE: TX
ZIP: 77024
BUSINESS PHONE: (281) 501-3070
MAIL ADDRESS:
STREET 1: 9811 KATY FREEWAY
STREET 2: SUITE 700
CITY: HOUSTON
STATE: TX
ZIP: 77024
FORMER COMPANY:
FORMER CONFORMED NAME: Solaris Water, Inc.
DATE OF NAME CHANGE: 20210601
3
1
form3.xml
FORM 3
X0206
3
2021-11-05
0
0001865187
Aris Water Solutions, Inc.
ARIS
0001892966
HBC Water Resources LP
3963 MAPLE AVENUE, SUITE 450
DALLAS
TX
75219
true
0001892967
HBC Water Resources II LP
3963 MAPLE AVENUE, SUITE 450
DALLAS
TX
75219
true
Class B Common Stock
3179324
D
Solaris Midstream Holdings, LLC Units
0
Class A Common Stock
3179324
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.
Immediately prior to closing of the Issuer's initial public offering, the Fourth Amended and Restated Limited Liability Company Agreement of Solaris Midstream Holdings, LLC ("Solaris LLC"), of which the Issuer is the managing member, became effective (the "Solaris LLC Agreement"). Pursuant to the Solaris LLC Agreement, (i) all of the membership interests in Solaris LLC held by its existing owners were converted into a single class of units in Solaris LLC ("Solaris LLC Units") and (ii) Solaris LLC distributed to its members, including HBC Water Resources LP ("HBC") and HBC Water Resources II LP ("HBC II"), one share of Class B common stock for each Solaris LLC Unit held by such members, in each case based on the average of the volume weighted average price of shares of the Issuer's Class A common stock for the 10 trading days commencing with the date of the initial listing of the Issuer's Class A common stock on the New York Stock Exchange (the "VWAP").
The number of Solaris LLC Units and shares of Class B common stock beneficially owned by the reporting persons was determined on November 5, 2021 based on the VWAP. HBC and HBC II directly own 1,811,085 and 1,368,239 shares of Class B common stock, respectively, and an equal number of Solaris LLC Units.
Subject to certain limitations and exceptions described in the Solaris LLC Agreement, the Solaris LLC Units (together with a corresponding number of shares of Class B common stock) are redeemable from time to time for shares of Class A common stock of the Issuer (on a one-for-one basis, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions).
HBC Water Resources LP
By: HBC Water Resources GP LP, its general partner,
By: /s/ Joseph Colonnetta
Name: Joseph Colonnetta
Title: Manager
2021-11-09
HBC Water Resources II LP
By: HBC Water Resources II GP LP, its general partner
By: /s/ Joseph Colonnetta
Name: Joseph Colonnetta
Title: Manager
2021-11-09