Target Hospitality’s Selling Stockholders Offer 8.05M Shares, Underwriters Buy 1.05M at $14

THTH

Target Hospitality’s selling shareholders sold 8,050,000 shares at $14.00 per share and underwriters fully exercised an option for 1,050,000 additional shares. The company did not sell any shares and will not receive proceeds from the offering.

1. Secondary Offering Details

Target Hospitality’s selling stockholders, entities controlled by TDR Capital LLP, completed a secondary offering of 8,050,000 common shares at $14.00 per share. Underwriters exercised their full option to purchase an additional 1,050,000 shares on identical terms, bringing the total placement to 9,100,000 shares.

2. Underwriter and Co-Manager Participation

Morgan Stanley & Co. LLC and Deutsche Bank Securities served as book-running managers, while Northland Securities, Oppenheimer & Co., Stifel, Nicolaus & Company and Texas Capital Securities acted as co-managers. The deal was executed under an effective shelf registration statement on Form S-3, enabling rapid share placement.

3. Share Float and Investor Impact

The offering increases available float without raising new capital for Target Hospitality, potentially adding selling pressure on the stock. Existing investors may see heightened liquidity but also face dilution of free‐trading shares.

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