{"filing":{"accession_number":"0001193125-26-385257","cik":"0001697500","ticker":"SEI","company_name":"Solaris Energy Infrastructure, Inc.","form":"8-K","filing_date":"2026-09-08","report_date":"2026-09-01","primary_document":"d441137d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1697500/000119312526385257/d441137d8k.htm"},"events":[{"id":32027,"run_id":29419,"accession_number":"0001193125-26-385257","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Solaris Energy Infrastructure completed the acquisition of Omega Foundation Services on September 1, 2026, for approximately $101 million in net cash consideration, $28 million in debt and lease assumption, and issuance of 3.6 million Class A shares. The acquisition expands the company's EPC capabilities and is expected to be immediately accretive to earnings and free cash flow per share.","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":35087,"accession_number":"0001193125-26-385257","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Solaris Energy Infrastructure entered into an Agreement and Plan of Merger on September 1, 2026, acquiring 100% of Omega Foundation Services through a two-step merger structure. The transaction involved $77 million in cash consideration, assumption of $28 million in debt and leases, and issuance of 3.6 million Class A shares. The acquisition is described as expanding the company's EPC capabilities and is expected to be immediately accretive to earnings and free cash flow per share, making it a material acquisition requiring Item 1.01 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"","ticker":null,"filing_date":""},{"id":35088,"accession_number":"0001193125-26-385257","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 2.01 discloses the completion of Solaris Energy Infrastructure's acquisition of Omega Foundation Services, a specialized EPC company. The press release details material transaction terms including approximately $101 million in net cash consideration, $28 million in debt and lease assumption, and issuance of 3.6 million Class A shares. The acquisition is characterized as immediately accretive to earnings and free cash flow per share, expanding the company's turnkey execution capabilities and addressing key industry bottlenecks in power infrastructure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"","ticker":null,"filing_date":""},{"id":35090,"accession_number":"0001193125-26-385257","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses Solaris Energy Infrastructure's acquisition of Omega Foundation Services, a specialized EPC company. The press release explicitly states \"today announced the acquisition of Omega\" and describes the transaction as funded through approximately $101 million in net cash, $28 million in debt and lease assumption, and issuance of 3.6 million Class A shares. This is a material acquisition that expands the company's capabilities and is expected to be immediately accretive to earnings and free cash flow per share.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":32028,"run_id":29419,"accession_number":"0001193125-26-385257","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"summary":"As part of the Omega Foundation Services acquisition, Solaris Energy Infrastructure issued approximately 3.6 million Class A shares as consideration, completed under Section 4(a)(2) exemption from registration.","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08","form":"8-K","submitted_at":null,"items":[{"id":35089,"accession_number":"0001193125-26-385257","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of approximately 3.6 million Class A Solaris shares as part of the Omega acquisition consideration, completed under Section 4(a)(2) exemption. While the primary transaction is an M\u0026A activity (acquisition of Omega), Item 3.02 specifically focuses on the equity issuance component. The dilutive share issuance is material to investors assessing ownership dilution and capital structure, though the broader acquisition context suggests ma_activity might also apply to Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":35087,"accession_number":"0001193125-26-385257","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Solaris Energy Infrastructure entered into an Agreement and Plan of Merger on September 1, 2026, acquiring 100% of Omega Foundation Services through a two-step merger structure. The transaction involved $77 million in cash consideration, assumption of $28 million in debt and leases, and issuance of 3.6 million Class A shares. The acquisition is described as expanding the company's EPC capabilities and is expected to be immediately accretive to earnings and free cash flow per share, making it a material acquisition requiring Item 1.01 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08"},{"id":35088,"accession_number":"0001193125-26-385257","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 2.01 discloses the completion of Solaris Energy Infrastructure's acquisition of Omega Foundation Services, a specialized EPC company. The press release details material transaction terms including approximately $101 million in net cash consideration, $28 million in debt and lease assumption, and issuance of 3.6 million Class A shares. The acquisition is characterized as immediately accretive to earnings and free cash flow per share, expanding the company's turnkey execution capabilities and addressing key industry bottlenecks in power infrastructure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08"},{"id":35089,"accession_number":"0001193125-26-385257","item_number":"3.02","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered issuance of approximately 3.6 million Class A Solaris shares as part of the Omega acquisition consideration, completed under Section 4(a)(2) exemption. While the primary transaction is an M\u0026A activity (acquisition of Omega), Item 3.02 specifically focuses on the equity issuance component. The dilutive share issuance is material to investors assessing ownership dilution and capital structure, though the broader acquisition context suggests ma_activity might also apply to Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08"},{"id":35090,"accession_number":"0001193125-26-385257","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing discloses Solaris Energy Infrastructure's acquisition of Omega Foundation Services, a specialized EPC company. The press release explicitly states \"today announced the acquisition of Omega\" and describes the transaction as funded through approximately $101 million in net cash, $28 million in debt and lease assumption, and issuance of 3.6 million Class A shares. This is a material acquisition that expands the company's capabilities and is expected to be immediately accretive to earnings and free cash flow per share.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-08T20:32:17.884430+00:00","company_name":"Solaris Energy Infrastructure, Inc.","ticker":"SEI","filing_date":"2026-09-08"}]}
