May 12, 2017   SOURCE: BusinessWire

Solaris Oilfield Infrastructure, Inc. Prices Initial Public Offering

Solaris Oilfield Infrastructure, Inc. (NYSE: SOI) (“Solaris”) announced today the pricing of its initial public offering of 10,100,000 shares of its Class A common stock at $12.00 per share. The shares are expected to begin trading on the New York Stock Exchange under the ticker symbol “SOI” on May 12, 2017. In addition, Solaris granted the underwriters a 30-day option to purchase up to an additional 1,515,000 shares of Solaris’ Class A common stock at the initial public offering price, less underwriting discounts and commissions. The offering is expected to close on May 17, 2017, subject to customary closing conditions.

Solaris intends to contribute all of the approximately $110.8 million of net proceeds, or $127.9 million if the underwriters exercise their option to purchase additional shares in full, Solaris will receive from this offering to its subsidiary, Solaris Oilfield Infrastructure, LLC (“Solaris LLC”), in exchange for limited liability company units in Solaris LLC. Solaris LLC intends to use the net proceeds to repay borrowings incurred under its credit facility, to pay cash bonuses to certain employees and consultants, to make a cash distribution to the existing owners of Solaris LLC, and for other general corporate purposes, including to fund Solaris’ 2017 capital program.

Credit Suisse and Goldman Sachs & Co. LLC acted as joint book-running managers for the offering. The offering of these securities will be made only by means of a prospectus that meets the requirements of Section 10 of the Securities Act of 1933. A copy of the prospectus may be obtained from:

Credit Suisse Securities (USA) LLC
Attention: Prospectus Department
Eleven Madison Avenue
New York, New York 10010
Telephone: (800) 221-1037
newyork.prospectus@credit-suisse.com

Goldman Sachs & Co. LLC
Attention: Prospectus Department
200 West Street
New York, NY 10282
Telephone: (866) 471-2526
Fax: (212) 902-9316
prospectus-ny@ny.email.gs.com

About Solaris Oilfield Infrastructure, Inc.

Solaris Oilfield Infrastructure, Inc. manufactures and provides patented mobile proppant management systems that unload, store and deliver proppant at oil and natural gas well sites, and its systems are deployed in many of the most active oil and natural gas basins in the United States, including the Permian Basin, the Eagle Ford Shale and the SCOOP/STACK formation.

Important Information

A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission (the “SEC”). The registration statement may be obtained free of charge at the SEC’s website at www.sec.gov under “Solaris Oilfield Infrastructure, Inc.” This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, including statements regarding the closing of the initial public offering and Solaris’ use of proceeds from the offering, represent Solaris’ expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Solaris’ control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Solaris does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Solaris to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus filed with the SEC in connection with Solaris’ initial public offering. The risk factors and other factors noted in Solaris’ prospectus could cause its actual results to differ materially from those contained in any forward-looking statement.