Mammoth Energy Services, Inc. (NASDAQ:TUSK) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets.
it entered into three definitive contribution agreements, each
dated March 20, 2017, one such agreement with MEH Sub LLC (MEH
Sub), a Delaware limited liability company and an affiliate of
Wexford Capital LP (Wexford), Gulfport Energy Corporation
(Gulfport), a Delaware corporation, Rhino Exploration LLC
(Rhino), a Delaware limited liability company, and Mammoth Energy
Partners LLC (Mammoth Partners LLC), a Delaware limited liability
company, and the other two agreements with MEH Sub, Gulfport and
Mammoth Partners LLC (collectively, the Contribution Agreements).
On May 12, 2017, each of these Contribution Agreements was
amended and restated (collectively, the Amended and Restated
Contribution Agreements) to add an additional contributor as a
party thereto (such contributor, together with MEH Sub, Gulfport
and Rhino, the Contributors). Under the Amended and Restated
Contribution Agreements, which were previously filed with the
Securities and Exchange Commission (the SEC) as exhibits to
Mammoths definitive information statement on Schedule DEFM14C
(the Information Statement), Mammoth agreed to acquire all
outstanding membership interests, through its wholly-owned
subsidiary Mammoth Partners LLC, in (1) Sturgeon Acquisitions LLC
(Sturgeon), a Delaware limited liability company, which owns all
of the membership interests in each of Taylor Frac, LLC (Taylor
Frac), a Wisconsin limited liability company, Taylor Real Estate
Investments, LLC (Taylor RE), a Wisconsin limited liability
company, and South River Road, LLC (South River), a Wisconsin
limited liability company; (2) Stingray Energy Services LLC, a
Delaware limited liability company (Stingray Energy); and (3)
Stingray Cementing LLC, a Delaware limited liability company
(Stingray Cementing and, together with Sturgeon and Stingray
Energy, the Targets) in exchange for the issuance by Mammoth of
an aggregate of 7,000,000 shares of its common stock to the
Contributors. The acquisition of the Targets closed on June 5,
2017 (the Acquisition).
(ii) Mammoths material relationships with Wexford and each of the
Contributors is included in Mammoths Current Report on Form 8-K
filed with the SEC on March 24, 2017 and in the Information
Statement, which description is incorporated herein by reference.
closing of the Acquisition described in Item 2.01 above. A copy
of the press release is attached as Exhibit 99.1 to this Current
Report on Form 8-K.
respect to the Acquisition required by Item 9.01 of Form 8-K will
be included in an amendment to this Form 8-K by not later than 71
calendar days after the date that the initial report on Form 8-K
must be filed.
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Number
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Exhibit
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99.1
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Press release dated June 6, 2017 entitled Mammoth
Energy Services, Inc Announces Closing of Sturgeon, Stingray Cementing and Stingray Energy Services Acquisitions. |
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About Mammoth Energy Services, Inc. (NASDAQ:TUSK)
Mammoth Energy Services, Inc. is an integrated oilfield service company. The Company is engaged in the exploration and development of North American onshore unconventional oil and natural gas reserves. The Company’s segments include Contract Land and Directional Drilling Services; Completion and Production Services; Natural Sand Proppant Services, and Remote Accommodation Services. Its Completion and Production Services division provides pressure pumping services, pressure control Services, flowback services and equipment rentals. Its Natural Sand Proppant Services division is engaged in selling, distributing and producing proppant for hydraulic fracturing. Its Contract Land and Directional Drilling Services division provides drilling rigs and crews for operators, as well as rental equipment. Its Remote Accommodation Services division provides housing, kitchen and dining, and recreational service facilities for oilfield workers located in remote areas.
