8-KAccepted Oct 13, 7:40 AM ET
Select Water Solutions: enters $500,000,000 revolving credit agreement
Accepted (ET)
7:40 AM
Oct 13, 2026
Filed
Oct 13, 2026
Documents
21
Size
2.6 MB
Summary
Select Water Solutions: enters $500,000,000 revolving credit agreement
What happened
- On Oct 13, 2026, Select Water Holdings LLC, an indirect subsidiary of Select Water Solutions, executed a Credit Agreement (the New Credit Agreement) providing for a senior secured revolving credit facility of up to $500,000,000, including a $50,000,000 letter of credit sublimit, effective upon satisfaction or waiver of certain conditions, including the consummation of the Pilot Water Acquisition.
- On Oct 13, 2026, Select Holdings issued a press release announcing its intent, subject to market conditions, to offer $800,000,000 aggregate principal amount of Senior Notes due 2034 (the Notes) in a private placement under Rule 144A and Regulation S.
- The filing includes unaudited and audited financial statements of Pilot Water and unaudited pro forma condensed combined financial statements of Select Water giving effect to the Pilot Water Acquisition.
Key details
- New Revolving Credit Facility: up to $500,000,000 commitment, $50,000,000 letter of credit sublimit; Select Holdings may request up to $250,000,000 additional commitments after the Effective Date.
- Availability and maturity: facility becomes effective upon satisfaction or waiver of conditions including closing of the Pilot Water Acquisition; matures on the earlier of (i) the fifth anniversary of effectiveness and (ii) if more than $50,000,000 of certain indebtedness is outstanding, 91 days prior to the stated maturity of that indebtedness.
- Pricing and covenants: borrowings bear interest at Term SOFR plus a margin of 2.25% to 3.25% or Alternate Base Rate plus a margin of 1.25% to 2.25%, based on net total leverage ratio; financial covenants include net total leverage ratio ≤4.25 to 1.00 (may increase to 4.50 to 1.00 in certain quarters), net senior secured leverage ratio ≤2.50 to 1.00, and interest coverage ratio ≥2.50 to 1.00, tested quarterly.
- Other financials and liquidity: as of Oct 9, 2026, $228,750,000 was outstanding under the existing credit facility with a weighted average interest rate of 6.95% and maturity of Jan 24, 2030; on a pro forma basis as of Jun 30, 2026, total debt would be $874,900,000 after giving effect to the Pilot Water Acquisition, the New Revolving Credit Facility and the Notes, with $74,900,000 of secured indebtedness and approximately $418,400,000 of additional borrowing capacity under the New Revolving Credit Facility.
- Pilot Water disclosures: reported capacities include approximately 2,700,000 barrels per day of active permitted disposal capacity, approximately 800,000 barrels per day of undeveloped permitted disposal capacity, more than 700 miles of pipeline, and contracts supporting more than 80% of annual revenue with average tenor over six years.
Why it may matter
- The filing reports Item 1.01 (entry into a material definitive agreement) covering the New Credit Agreement, Item 2.02 (results of operations and financial condition) and Item 7.01 (Regulation FD disclosure) relating to the Notes Offering, and Item 8.01 (other events) providing Pilot Water financial statements and unaudited pro forma condensed combined financial statements. The filing does not show why the insider traded or why the company acted.