M&A - MAMMOTH ENERGY SERVICES, INC.

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Form Type: 8-K

Filing Date: 2025-06-20

Corporate Action: Acquisition

Type: New

Accession Number: 000162828025032406

Filing Summary: On June 16, 2025, Mammoth Energy Services, Inc. completed a transaction involving the sale of all its equipment used in the hydraulic fracturing business to MGB Manufacturing, LLC for $15.0 million. This sale was executed under an Equipment Purchase Agreement between Stingray Pressure Pumping LLC and Mammoth Equipment Leasing LLC, both subsidiaries of Mammoth Energy Services. The completion of this Transaction prompted an anticipated impairment expense of goodwill associated with the hydraulic fracturing business, estimated to range between $7.7 million and $9.2 million, expected to be recognized in Q2 2025. Piper Sandler & Co. acted as exclusive advisors for this transaction. Additionally, the document references prior transactions including the sale of equity interests in certain subsidiaries of Mammoth by Lion Power Services LLC, though this current report primarily focuses on the recent equipment sale.

Additional details:

Equipment Purchase Price: 15000000


Expected Impairment Range: 7.7 million to 9.2 million


Form Type: 8-K

Filing Date: 2025-04-17

Corporate Action: Acquisition

Type: New

Accession Number: 000167926825000015

Filing Summary: On April 11, 2025, Mammoth Energy Services, Inc. announced the completion of a Transaction where its subsidiary, Lion Power Services LLC, sold all equity interests in its wholly-owned subsidiaries 5 Star Electric, LLC, Higher Power Electrical, LLC, and Python Equipment LLC to Peak Utility Services Group, Inc. for approximately $108.7 million. The transaction price includes $98.3 million paid to Lion and $10.4 million to be held in an escrow account for post-closing adjustments and indemnified liabilities. Following the transaction, Phil Lancaster, the current CEO of Mammoth, will transition to become an employee of Peak upon the appointment of a successor CEO, for which a search has been initiated. Additionally, Mammoth Energy Services amended its revolving credit agreement with Fifth Third Bank, which permits a stock repurchase program, expansions to investment opportunities, and includes refinements to its borrowing calculations. A press release regarding the transaction was issued on April 14, 2025, and unaudited pro forma financial statements reflective of the disposition were included as exhibits.

Additional details:

Equity Interest Purchase Agreement Date: 2025-04-11


Transaction Amount: 108.7 million


Amount Paid To Lion: 98.3 million


Escrow Amount: 10.4 million


Post Closing Liabilities Until: 2026-05-15


Ceo Name: Phil Lancaster


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