Stockholders' Equity |
6 Months Ended |
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Jun. 30, 2026 | |
| Stockholders' Equity | |
| Stockholders' Equity | 13. Stockholders’ Equity Common Stock As of June 30, 2026 and December 31, 2025, Target Hospitality had 113,582,373 and 113,094,172 shares of Common Stock issued with 100,285,443 and 99,797,242 outstanding, respectively. Each share of Common Stock has one vote. On April 21, 2026, Arrow Holdings S.à r.l. and MFA Global S.à r.l. (together, the “Selling Stockholders”), entities controlled by investment funds managed by TDR, entered into an underwriting agreement with Morgan Stanley & Co. LLC and Deutsche Bank Securities Inc., as representatives of the several underwriters, pursuant to which the Selling Stockholders agreed to sell 7,000,000 shares of the Company’s common stock in a registered secondary public offering at a price of $14.00 per share. The Selling Stockholders also granted the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of the Company’s common stock. The offering closed on April 23, 2026, and the underwriters exercised their option in full, resulting in the sale of an aggregate of 8,050,000 shares of the Company’s common stock by the Selling Stockholders. The Company did not sell any shares in the offering and did not receive any proceeds from the sale of shares by the Selling Stockholders. Further, on May 28, 2026, the Selling Stockholders entered into an underwriting agreement with Morgan Stanley & Co. LLC and Deutsche Bank Securities Inc., as representatives of the several underwriters, pursuant to which the Selling Stockholders agreed to sell another 7,000,000 shares of the Company’s common stock in a registered secondary public offering at a price of $17.00 per share. The Selling Stockholders also granted the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of the Company’s common stock. The offering closed on May 29, 2026, and the underwriters exercised their option in full, resulting in the sale of an aggregate of 8,050,000 shares of the Company’s common stock by the Selling Stockholders. The Company did not sell any shares in the offering and did not receive any proceeds from the sale of shares by the Selling Stockholders. The costs to the Company that were expensed for the secondary public offerings described above amounted to approximately $1.4 million and are reflected as transaction costs within the selling, general, and administrative expense financial statement line item in the accompanying unaudited consolidated statement of comprehensive loss for the three and six months ended June 30, 2026. In addition, the Selling Stockholders distributed shares to certain limited partners for no consideration that decreased TDR’s beneficial ownership of the Company from 48.7% to 47.5% on May 28, 2026, and from 47.5% to 46.2% on June 18, 2026. Preferred Shares Target Hospitality is authorized to issue 1,000,000 preferred shares at $0.0001 par value. As of June 30, 2026, no preferred shares were and outstanding. Common Stock in Treasury As of June 30, 2026, 13,296,930 shares of Common Stock for an aggregate price of approximately $57.3 million were held in treasury stock (at cost).
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