Item 7.01 Regulation FD Disclosure.
On June 21, 2022, ProFrac Holding Corp., a Delaware corporation (the “Company”),
issued a press release announcing that ProFrac Holdings II, LLC, a Texas limited
liability company and a subsidiary of the Company, entered into a definitive
agreement to acquire the West Texas sand operations of Signal Peak Silica. A
copy of the press release is attached hereto as Exhibit 99.1 and is incorporated
herein in its entirety by reference.
Limitation on Incorporation by Reference. The information furnished in this Item
7.01, including the press release attached hereto as Exhibit 99.1, shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall such information be deemed incorporated by reference
in any filing under the Securities Act of 1933, as amended, or the Exchange Act,
except as expressly set forth by specific reference in such a filing.
Cautionary Note Regarding Forward-Looking Statements. Except for historical
information contained in the press release attached as an exhibit hereto, the
press release contains forward-looking statements that involve certain risks and
uncertainties that could cause actual results to differ materially from those
expressed or implied by these statements. Please refer to the cautionary notes
in the press release regarding these forward-looking statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release, dated as of June 21, 2022, announcing the entry by ProFrac Holdings II, LLC into a definitive agreement to acquire the West Texas sand operations of Signal Peak Silica.
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