Quarterly report pursuant to Section 13 or 15(d)

Acquisitions

v3.21.2
Acquisitions
9 Months Ended
Sep. 30, 2021
Solaris Midstream Holdings, LLC and Subsidiaries  
Acquisitions  
Acquisitions

4.Acquisitions

On June 11, 2020, we acquired certain produced water handling, transportation and water disposal assets in Lea County, New Mexico of a wholly-owned subsidiary of Concho. This acquisition further expanded our water infrastructure system in the Delaware basin and further extended and expanded our water management agreement with Concho.

The net purchase consideration was $149.6 million, which comprised $77.6 million of Class A Units (4,561,391 units) and $72.0 million of Redeemable Preferred Units with a face value of $75.0 million. (See Note 9 – Redeemable Preferred Units). We incurred $1.6 million of acquisition-related costs, which are included in Transaction Costs in 2020.

The following table sets forth our purchase price allocation:

Fair Value of Consideration

    

Class A Units Issued to Seller

$

77,602

Redeemable Preferred Units Issued to Seller

71,974

Total Consideration

149,576

Fair Value of Assets and Liabilities Acquired

Property, Plant and Equipment - Water Handling Facilities

18,566

Property, Plant and Equipment - Pipelines (including right of way)

33,897

Intangible Assets - Contracts

90,300

Asset Retirement Obligations

(776)

Total Assets Acquired

$

141,987

Goodwill

7,589

The unaudited pro forma results presented below have been prepared to give effect to the acquisition discussed above on our results of operations for the nine months ended September 30, 2020 as if the Concho Lea County acquisition had been consummated on January 1, 2020. The unaudited pro forma results do not purport to represent what our actual results of operations would have been if the acquisition had been completed on such date or to project its results of operation for any future date or period.

    

Nine Months

(in thousands)

Ended

September 30, 2020

Pro Forma (unaudited)

Total Revenues

$

129,749

Net Income

$

924