Select Water Solutions Announces Agreement to Acquire Pilot Water Solutions

What Happened

• On September 24, 2026, Select Water Solutions, Inc. (NYSE: WTTR) disclosed that its indirect subsidiary, Select Water Solutions, LLC, signed a Membership Interest Purchase Agreement to acquire Pilot Water Solutions LLC from Pilot OFS Holdings LLC and Minerva Infrastructure IA LLC.
• The deal calls for $600 million in cash (subject to customary adjustments), equity consideration equal to $100 million divided by the 30‑day VWAP of WTTR Class A common stock immediately before closing (rounded up to whole shares), and a $15 million contingent payment tied to operational milestones. A six‑month post‑closing share‑price “true‑up” can require a cash payment to the seller if the Measurement Date share price is lower than the closing share price. The transaction is expected to close in Q4 2026, subject to regulatory approvals (including HSR) and other customary closing conditions. SES Holdings, LLC (parent of the purchaser) has obtained debt commitment letters to fund the acquisition.

Key Details

• Purchase agreement date: September 24, 2026; Target: Pilot Water Solutions LLC; Sellers: Pilot OFS Holdings LLC and Minerva Infrastructure IA LLC.
• Consideration: $600M cash + equity equal to $100M / 30‑day VWAP (rounded) + $15M contingent payment; six‑month true‑up may produce additional cash due to share price decline.
• Financing: Debt commitment letters entered by SES Holdings, LLC to provide debt financing (subject to customary conditions).
• Related transaction: On September 23, 2026, Select sold an indirect 55% interest in Peak Rentals HoldCo, LLC for approximately $41.5M cash (adjusted) and a $35.3M seller note; Select retains a 45% indirect interest and Peak Rentals will no longer be included in the Company’s financial results.

Why It Matters

• This is a material acquisition for WTTR by dollar size and structure: it increases the company’s scale but involves significant cash outlay and new debt commitments and will include issuance of equity that can dilute existing shareholders.
• The contingent payment and six‑month share‑price true‑up add potential variability to the ultimate cash cost.
• The concurrent sale of a majority stake in Peak Rentals provides near‑term cash and a seller note while removing that business from future reported results, which may change WTTR’s revenue and margin profile going forward.
• The transaction remains subject to customary closing conditions and regulatory approvals; investors should watch future disclosures for financing updates, closing timing, and integration or financial impacts.