The Woodlands, Texas – September 12, 2026 -- Target Hospitality Corp. (Nasdaq: TH) has priced an upsized secondary offering of 14,000,000 common shares at $18.50 apiece, generating approximately $259 million in gross proceeds for the selling stockholders. The Company itself will not receive any proceeds from the transaction.
TDR Capital-linked entities offload stake through Arrow Holdings and MFA Global
The shares being sold belong to Arrow Holdings S.à r.l. and MFA Global S.à r.l., entities controlled by TDR Capital LLP acting as investment fund manager. Underwriters have also been granted a 30-day option to purchase up to an additional 2,100,000 shares, which could push total proceeds higher. The offering is expected to close on September 10, 2026, subject to customary conditions.
Target Hospitality commits $30 million to concurrent buyback funded by cash and credit facility
Separate from the secondary sale, Target Hospitality has agreed to repurchase shares directly from the underwriters at an aggregate purchase price of roughly $30 million, at the same per-share price paid in the offering. The company plans to fund the repurchase using cash on hand combined with borrowings under its ABL Credit Facility. The repurchased shares will be retained as treasury stock, with completion timed to coincide with the offering's close.
Morgan Stanley, Deutsche Bank and J.P. Morgan lead bookrunning syndicate
Morgan Stanley & Co. LLC, Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC are serving as book-running managers, with Northland Securities, Oppenheimer & Co. and Texas Capital Securities acting as co-managers. The offering is being conducted under an effective shelf registration statement on Form S-3, originally filed with the SEC in April 2019 and declared effective in May 2019.