Select Water Solutions Announces Pricing of Public Offering of Common Stock

Rhea-AI Summary

Select Water Solutions (NYSE: WTTR) priced an underwritten public offering of 13,725,491 Class A shares at $12.75 per share, with a 30-day underwriter option for an additional 2,058,824 shares. The Registration Statement filed February 19, 2026, became effective on filing.

The company said net proceeds will fund water infrastructure growth projects, potential acquisitions, or repayment of debt under its sustainability-linked credit facility; expected close is February 23, 2026, subject to customary conditions.

Positive

• 13,725,491 shares offered at $12.75 per share
• Proceeds allocated to water infrastructure growth and acquisitions
• Registration effective upon filing on February 19, 2026

Negative

• Potential dilution from 13,725,491 new shares
• Additional dilution if 2,058,824-share underwriter option exercised
• Closing subject to customary conditions; not guaranteed on February 23, 2026

Key Figures

Primary shares offered: 13,725,491 shares Offering price: $12.75 per share Par value: $0.01 per share +3 more

6 metrics

Primary shares offered 13,725,491 shares Underwritten public offering of Class A common stock

Offering price $12.75 per share Price to the public for Class A common stock

Par value $0.01 per share Par value of Class A common stock

Underwriter option period 30 days Period to exercise option for additional shares

Additional shares option 2,058,824 shares Underwriters’ 30-day option at offering price

Expected closing date February 23, 2026 Scheduled closing of the public offering

Market Reality Check

Price: $14.22 Vol: Volume 1,799,480 vs 20-da...

high vol

$14.22 Last Close

Volume Volume 1,799,480 vs 20-day avg 1,064,784 (relative volume 1.69) ahead of the equity offering. high

Technical Pre-offering price $14.22 trades 7.96% below 52-week high of $15.4501 and 97.5% above 52-week low of $7.2, remaining above the 200-day MA at $10.04.

Peers on Argus

WTTR was down 1.32% while momentum data flagged peer HLX up about 2.2%. Broader ...

1 Up

WTTR was down 1.32% while momentum data flagged peer HLX up about 2.2%. Broader peers were mixed to positive, with names like MRC up 10.59% and RES up 3.38%, suggesting WTTR’s weakness was offering-specific rather than a sector-wide move.

Historical Context

5 past events · Latest: Feb 19 (Negative)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 19	Equity offering plan	Negative	-1.0%	Announced proposed $175M Class A equity offering under Form S-3 shelf.
Feb 17	Earnings release	Neutral	+3.4%	Reported 2025 results with $1.4B revenue and stable Adjusted EBITDA.
Feb 09	Lithium JV agreement	Positive	+0.5%	Announced lithium carbonate facilities deal with 1,000‑tonne Stage 1 by Dec 2026.
Feb 02	Earnings call notice	Neutral	+2.6%	Scheduled Q4 and full-year 2025 earnings release and conference call.
Jan 22	Dividend declaration	Positive	-0.7%	Declared $0.07 per share quarterly cash dividend and comparable LLC distribution.

Pattern Detected

Equity offering news has drawn mild negative reactions, while operational and strategic announcements have generally seen positive or supportive price responses, with only the dividend headline showing a notable divergence.

Recent Company History

Over recent months, WTTR reported full-year 2025 results with $1.4 billion revenue and net income of $21.5 million, plus 2026 capex and EBITDA guidance. The company then announced a lithium carbonate partnership targeting a first 1,000‑tonne facility by December 2026. It also declared a quarterly dividend of $0.07 per share. On Feb 19, 2026, WTTR moved from a proposed $175.0 million equity raise to pricing a specific share offering, continuing this capital-raising sequence.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2026-02-19

WTTR has an active Form S-3ASR shelf filed on Feb 19, 2026, registering Class A common stock and other securities for sale from time to time. The shelf is effective and has already been used via a 424B5 prospectus supplement dated Feb 19, 2026 to support the current common stock offering. Specific offering amounts and terms are detailed in the supplements.

Market Pulse Summary

This announcement priced an underwritten offering of 13,725,491 Class A shares at $12.75, with a 30‑...

Analysis

This announcement priced an underwritten offering of 13,725,491 Class A shares at $12.75, with a 30‑day option for 2,058,824 additional shares, under an effective Form S‑3 shelf. Proceeds are earmarked for general corporate purposes, including water infrastructure growth, potential acquisitions, and credit facility repayment. In context of recent earnings, growth projects, and the existing shelf, investors may watch execution on capital deployment and any follow-on use of the registered securities.

Key Terms

underwritten public offering, shelf registration statement, form s-3, prospectus supplement

4 terms

underwritten public offering financial

"announced the pricing of an underwritten public offering of 13,725,491 shares"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

shelf registration statement regulatory

"pursuant to an effective shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"effective shelf registration statement on Form S-3 (the "Registration Statement")"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"only by means of a prospectus and a final prospectus supplement that meet the requirements"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. Not financial advice.

GAINESVILLE, Texas, Feb. 19, 2026 /PRNewswire/ -- Select Water Solutions, Inc. (NYSE: WTTR) ("Select," the "Company," "we," "our" or "us"), today announced the pricing of an underwritten public offering of 13,725,491 shares of its Class A common stock, par value $0.01 per share ("Class A Common Stock"), at a price to the public of $12.75 per share, pursuant to an effective shelf registration statement on Form S-3 (the "Registration Statement") filed with the U.S. Securities and Exchange Commission (the "SEC").

The Company intends to use the net proceeds it receives from the offering for general corporate purposes, including water infrastructure growth capital projects, potential acquisitions or debt repayment under the Company's sustainability-linked credit facility.

The Company has granted the underwriters a 30-day option to purchase up to 2,058,824 additional shares of Class A Common Stock at the public offering price, less the underwriting discounts and commissions. J.P. Morgan and BofA Securities are serving as lead book-running managers for the offering. Citigroup, Piper Sandler and Raymond James are serving as joint book-running managers, and Johnson Rice & Company, MUFG, Northland Capital Markets, Roth Capital Partners, Seaport Global Securities, and Texas Capital Securities are serving as Co-Managers for the offering. The offering is expected to close on February 23, 2026, subject to customary closing conditions.

The offering is being made only by means of a prospectus and a final prospectus supplement that meet the requirements under the Securities Act of 1933, as amended. Copies of the final prospectus supplement and accompanying base prospectus relating to the offering and final prospectus supplement, when available, may be obtained from J.P. Morgan Securities LLC, by mail at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by emailing prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com, from BofA Securities, by mail at NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department or by emailing dg.prospectus_requests@bofa.com, or by accessing the SEC's website at www.sec.gov.

The Registration Statement was filed on February 19, 2026 and became effective upon filing. The Registration Statement may be obtained free of charge at the SEC's website at www.sec.gov under "Select Water Solutions, Inc." This press release shall not constitute an offer to sell or the solicitation of an offer to buy the shares of Class A Common Stock or any other securities, nor shall there be any sale of such shares of Class A Common Stock or any other securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Select Water Solutions, Inc.

Select is a leading provider of sustainable water and chemical solutions to the energy industry. These solutions are supported by the Company's critical water infrastructure assets, chemical manufacturing and water treatment and recycling capabilities.

Cautionary Statement Regarding Forward-Looking Statements

All statements in this communication other than statements of historical facts are forward-looking statements which contain our current expectations about our future results. We have attempted to identify any forward-looking statements by using words such as "could," "believe," "anticipate," "expect," "intend," "project," "will," "estimates," "preliminary," "forecast" and other similar expressions. Examples of forward-looking statements include, but are not limited to, statements regarding the proposed offering of Class A common stock and the use of proceeds therefrom. Although we believe that the expectations reflected, and the assumptions or bases underlying our forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Such statements are not guarantees of future performance or events and are subject to known and unknown risks and uncertainties that could cause our actual results, events or financial positions to differ materially from those included within or implied by such forward-looking statements. These risks and uncertainties include the risks and other factors discussed or referenced in the "Risk Factors" section of our most recent Annual Report on Form 10-K and those set forth from time to time in our other filings with the SEC. Investors should not place undue reliance on our forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

Contacts:	Water Solutions, Inc.
	Garrett Williams – VP, Corporate Finance & Investor Relations
	(713) 296-1010
	IR@selectwater.com
	Dennard Lascar Investor Relations
	Ken Dennard / Natalie Hairston
	(713) 529-6600
	WTTR@dennardlascar.com

 

View original content:https://www.prnewswire.com/news-releases/select-water-solutions-announces-pricing-of-public-offering-of-common-stock-302693371.html

SOURCE Select Water Solutions, Inc.

FAQ

What did Select Water Solutions (WTTR) announce on February 19, 2026 about a stock offering?

They priced an underwritten offering of 13,725,491 Class A shares at $12.75 per share. According to the company, the Registration Statement filed February 19, 2026 became effective and the offering is expected to close on February 23, 2026, subject to customary conditions.

How much capital will WTTR raise from the February 2026 offering at $12.75 per share?

The offering represents roughly $175.0 million in gross proceeds before expenses. According to the company, net proceeds are intended for water infrastructure growth projects, potential acquisitions, or repayment of debt under its sustainability-linked credit facility.

Will WTTR shareholders face dilution from the February 2026 offering and how large is it?

Yes; the offering issues 13,725,491 new Class A shares, which will dilute existing holders if sold. According to the company, underwriters may also buy up to 2,058,824 additional shares under a 30-day option, increasing potential dilution.

When will the WTTR offering close and what conditions apply to closing?

The offering is expected to close on February 23, 2026, but closing is subject to customary conditions. According to the company, the transaction will complete only after satisfying standard underwriter and regulatory closing requirements.

How does Select Water Solutions plan to use the net proceeds from the WTTR offering?

Net proceeds are planned for general corporate purposes, including water infrastructure growth projects and potential acquisitions. According to the company, proceeds may also repay debt under its sustainability-linked credit facility to support financial flexibility.