Select Water Solutions, Inc. Announces Pricing of Upsized $900 Million of 7.625% Senior Notes Due 2034

The issuer plans to use proceeds and cash on hand for acquisition funding and repayment of existing loans.

Rhea-AI Summary

Select Water Solutions (NYSE: WTTR) announced that subsidiary Select Water Holdings priced an upsized $900 million senior notes offering. The offering increased from $800 million and was priced at par. The notes carry 7.625% annual interest and mature November 1, 2034. Closing is expected October 21, 2026, subject to customary conditions.

The issuer intends to use net proceeds and cash on hand to fund part of the Pilot Water Solutions acquisition, repay its term loan in full and any outstanding revolving loans, and cover transaction costs and general corporate needs. The offering is not contingent on the acquisition closing. Failure to complete or pursue the acquisition under specified conditions would require partial redemption of the notes.

3 points · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 4 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.Upsized offering priced at par provides $900 million in principal funding, versus the initial $800 million. 36% of market cap
• Minor point. Forward-looking: it has not happened yet and may not happen.Proceeds and cash on hand are intended to fund part of the Pilot Water acquisition cash consideration.
• Minor point. Forward-looking: it has not happened yet and may not happen.Planned repayments cover the term loan in full and any outstanding revolving loans, including accrued interest.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.$900 million of senior notes adds debt carrying 7.625% annual interest, maturing November 1, 2034. 36% of market cap
• Minor point. Forward-looking: it has not happened yet and may not happen.Senior unsecured guarantees bind qualifying existing subsidiaries and future restricted subsidiaries jointly and severally.
• Minor point. Forward-looking: it has not happened yet and may not happen.Proceeds and cash on hand will also cover fees, premiums, expenses and transaction costs.
• Minor point. Forward-looking: it has not happened yet and may not happen.Mandatory partial redemption applies if the acquisition misses its outside date or is abandoned under specified conditions.

News Explained

If Pilot Water has not closed by March 1, 2027 (or an agreed extension), or before then Select tells the trustee the agreement ended without closing or it will not pursue the deal, the issuer must redeem Notes equal to principal issued minus $450 million, at issue price plus accrued unpaid interest.

Key Figures

Offering principal: $900 million Coupon: 7.625% per year Initial offering amount: $800 million +4 more

Offering principal

$900 million

Senior notes due 2034

Coupon

7.625% per year

Interest on the notes

Initial offering amount

$800 million

Offering was upsized to $900 million

Pricing

At par

Notes offering

Maturity

November 1, 2034

Senior notes

Expected closing

October 21, 2026

Subject to customary closing conditions

Redemption threshold

$450 million

If specified Pilot Water acquisition conditions are not met, redemption covers issued principal less this amount

Historical Context

1 past event · Latest: Oct 13

1 event

1. Oct 13

   Senior notes offering

   24h Move

   +0.2%

   Initial $800 million senior-notes offer preceded pricing of the upsized $900 million issue.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

rule 144a, regulation s, senior unsecured, qualified institutional buyers

4 terms

rule 144a regulatory

"pursuant to Rule 144A and Regulation S under the Securities Act"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"pursuant to Rule 144A and Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

senior unsecured financial

"guaranteed, jointly and severally, on a senior unsecured basis"

Senior unsecured is a type of loan or bond that has priority over other unsecured obligations for repayment if a company runs into financial trouble, but it is not backed by specific assets as collateral. Think of it as being near the front of a line to get paid, but without a pledged item to seize if the borrower defaults; that higher repayment priority typically makes it less risky than subordinated debt but more risky than secured debt, which influences the interest rate investors demand.

qualified institutional buyers regulatory

"only to persons reasonably believed to be qualified institutional buyers"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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GAINESVILLE, Texas, Oct. 14, 2026 /PRNewswire/ -- Select Water Solutions, Inc. (NYSE: WTTR) ("Select," "we" or "our") announced today that its subsidiary Select Water Holdings LLC (the "Issuer") has priced its previously announced offer (the "Notes Offering") pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the "Securities Act"), to eligible purchasers of $900 million aggregate principal amount of 7.625% Senior Notes due 2034 (the "Notes"). The Notes Offering was upsized from an initial offering amount of $800 million. The Notes mature on November 1, 2034 and pay interest at the rate of 7.625% per year, payable on May 1 and November 1 of each year. The first interest payment on the Notes will be made on May 1, 2027. The Notes were priced at par. The Notes will be guaranteed, jointly and severally, on a senior unsecured basis by the Issuer's existing subsidiaries that are borrowers or guarantors under its revolving credit facility and future restricted subsidiaries that guarantee certain indebtedness of the Issuer or a guarantor under any credit facility. This offering is expected to close on October 21, 2026, subject to customary closing conditions.

The Issuer intends to use the net proceeds from this offering, together with cash on hand, (i) to fund a portion of the cash consideration for the previously announced acquisition of Pilot Water Solutions LLC ("Pilot Water" and such acquisition, the "Pilot Water Acquisition"), (ii) to repay the outstanding obligations under our term loan facility in full and repay any outstanding loans (together with accrued and unpaid interest thereon) under our existing revolving credit facility, (iii) to pay the fees, premiums, expenses and costs incurred in connection with the foregoing and the transactions related thereto and (iv) for general corporate purposes and working capital. This offering is not contingent on the consummation of the Pilot Water Acquisition.

If (i) the Pilot Water Acquisition has not been completed on or prior to March 1, 2027 (or such later date as the outside date under the Pilot Water Acquisition agreement shall be extended by agreement of the parties thereto) (the "Outside Date") or (ii) prior to the Outside Date, the Issuer notifies U.S. Bank Trust Company, National Association, the trustee of the Notes, that the Pilot Water Acquisition agreement has been terminated without the closing thereunder or that the Issuer will not pursue the consummation of the Pilot Water Acquisition, the Issuer will be required to redeem an aggregate principal amount of Notes equal to the principal amount of Notes issued in this offering less $450 million, at a redemption price equal to 100% of the issue price of the Notes being redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The Notes and the related guarantees have not been registered under the Securities Act, or any state securities laws, and, unless so registered, the Notes and the guarantees may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Issuer plans to offer and sell the Notes only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside of the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.

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 Select'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 about the Pilot Water Acquisition and statements regarding the Notes Offering 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 Securities and Exchange Commission. 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.

No Offer or Solicitation

This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

Contacts:	Select Water Solutions
	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-inc-announces-pricing-of-upsized-900-million-of-7-625-senior-notes-due-2034--302909132.html

SOURCE Select Water Solutions, Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the terms of Select Water Solutions' upsized senior notes offering?

Select Water Holdings priced $900 million of senior notes at par with 7.625% annual interest, maturing November 1, 2034. The offering increased from $800 million. Closing is expected October 21, 2026, subject to customary closing conditions.

What happens to Select Water Solutions' notes if the Pilot Water acquisition does not close?

The issuer must redeem principal equal to the notes issued less $450 million if the acquisition is not completed by March 1, 2027, or an agreed extended outside date. Redemption also applies if, before that date, the issuer notifies the trustee that the agreement was terminated without closing or that it will not pursue completion. The price is 100% of issue price, plus accrued unpaid interest excluding the redemption date.

When will Select Water Solutions' new senior notes pay interest?

The notes pay interest on May 1 and November 1 each year. The first interest payment will be made on May 1, 2027.