UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 29, 2024

 

 

PROFRAC HOLDING CORP.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-41388		87-2424964
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

333 Shops Boulevard Suite 301 Willow Park, Texas		76087
(Address of Principal Executive Office)		(Zip Code)

 

(254) 776-3722

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities Registered Pursuant to Section 12(b) of the Act:

 

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.01 per share		ACDC		The Nasdaq Global Select Market
Warrants to purchase Class A common stock		ACDCW		The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

Item 8.01

Other Events.

 

On March 29, 2024 (the “Redemption Date”), ProFrac Holdings II, LLC (the “Issuer”), an indirect wholly-owned subsidiary of ProFrac Holding Corp., redeemed an aggregate of $20,000,000 principal amount of its Senior Secured Floating Rate Notes due 2029 (the “Notes”) pursuant to the terms of the Indenture relating to the Notes. The Issuer redeemed the Notes at a price of 100% of the principal amount thereof, plus accrued and unpaid interest on the Notes so redeemed to, but not including, the Redemption Date.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	PROFRAC HOLDING CORP.
April 1, 2024	By:	/s/ Lance Turner
	Name:	Lance Turner
	Title:	Chief Financial Officer