Target Hospitality Corp. Files Definitive Proxy Statement for Annual Meeting
Ticker: TH · Form: DEF 14A · Filed: Apr 10, 2024 · CIK: 1712189
Sentiment: bullish
Topics: Proxy Statement, Annual Meeting, Target Hospitality, Pecos Children's Center, Stockholder Value
TL;DR
<b>Target Hospitality Corp. announces its 2024 Annual Meeting of Stockholders and reviews a strong 2023 performance, including a new contract for its Pecos Children's Center.</b>
AI Summary
Target Hospitality Corp. (TH) filed a Proxy Statement (DEF 14A) with the SEC on April 10, 2024. Annual Meeting of Stockholders scheduled for May 23, 2024, at 10:00 a.m. Central Time. Company highlights 2023 as an impressive year with strong financial performance and commitment to differentiated service. Awarded a new contract for Pecos Children's Center community, extending service continuity through 2028. Achieved multiple key strategic capital enhancing initiatives and successfully expanded its operations. CEO expresses confidence in future growth, diversification, and stockholder value creation.
Why It Matters
For investors and stakeholders tracking Target Hospitality Corp., this filing contains several important signals. The filing is a Definitive Proxy Statement (DEF 14A), indicating it's for the annual shareholder meeting where key corporate decisions and director elections are made. The company emphasizes its strong 2023 financial performance and strategic initiatives, signaling confidence in future growth and value creation for shareholders.
Risk Assessment
Risk Level: — Target Hospitality Corp. shows moderate risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate negative financial or operational disclosures, suggesting a stable outlook.
Analyst Insight
Review the proposals and director nominations in the proxy statement to understand management's strategic direction and governance for the upcoming year.
Key Numbers
- 2024-05-23 — Annual Meeting Date (Target Hospitality's Annual Meeting of Stockholders.)
- 2028 — Contract End Year (Continuity of service offerings for Pecos Children's Center.)
Key Players & Entities
- Target Hospitality Corp. (company) — Registrant and filer of the proxy statement.
- Platinum Eagle Acquisition Corp. (company) — Former name of Target Hospitality Corp.
- May 23, 2024 (date) — Date of the Annual Meeting of Stockholders.
- 2023 (date) — Year highlighted for strong financial performance and strategic accomplishments.
- Pecos Children's Center (company) — Community for which a new contract was awarded.
FAQ
When did Target Hospitality Corp. file this DEF 14A?
Target Hospitality Corp. filed this Proxy Statement (DEF 14A) with the SEC on April 10, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Target Hospitality Corp. (TH).
Where can I read the original DEF 14A filing from Target Hospitality Corp.?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Target Hospitality Corp..
What are the key takeaways from Target Hospitality Corp.'s DEF 14A?
Target Hospitality Corp. filed this DEF 14A on April 10, 2024. Key takeaways: Annual Meeting of Stockholders scheduled for May 23, 2024, at 10:00 a.m. Central Time.. Company highlights 2023 as an impressive year with strong financial performance and commitment to differentiated service.. Awarded a new contract for Pecos Children's Center community, extending service continuity through 2028..
Is Target Hospitality Corp. a risky investment based on this filing?
Based on this DEF 14A, Target Hospitality Corp. presents a moderate-risk profile. The filing is a routine proxy statement for an annual meeting, with no immediate negative financial or operational disclosures, suggesting a stable outlook.
What should investors do after reading Target Hospitality Corp.'s DEF 14A?
Review the proposals and director nominations in the proxy statement to understand management's strategic direction and governance for the upcoming year. The overall sentiment from this filing is bullish.
How does Target Hospitality Corp. compare to its industry peers?
Target Hospitality Corp. operates in the lodging and hospitality sector, providing services that often cater to specific government or commercial needs.
Are there regulatory concerns for Target Hospitality Corp.?
The filing is made under the Securities Exchange Act of 1934, specifically Schedule 14A, which governs proxy solicitations.
Industry Context
Target Hospitality Corp. operates in the lodging and hospitality sector, providing services that often cater to specific government or commercial needs.
Regulatory Implications
The filing is made under the Securities Exchange Act of 1934, specifically Schedule 14A, which governs proxy solicitations.
What Investors Should Do
- Review the proposals to be voted on at the Annual Meeting.
- Examine the biographies and qualifications of director nominees.
- Understand the executive compensation details presented in the proxy statement.
Key Dates
- 2024-05-23: Annual Meeting of Stockholders — Key date for shareholder voting and corporate governance decisions.
- 2024-04-10: Filing Date — Date the Definitive Proxy Statement was filed with the SEC.
Year-Over-Year Comparison
This is a DEF 14A filing for the annual meeting, which typically follows a 10-K or 10-Q filing and provides details on shareholder matters rather than new financial results.
Filing Stats: 4,226 words · 17 min read · ~14 pages · Grade level 15.2 · Accepted 2024-04-10 07:00:53
Key Financial Figures
- $50 m — ssfully expanded its credit facility by $50 million, which increased the total availa
- $175 million — creased the total available capacity to $175 million. Additionally, Target prudently managed
- $279 million — l. Target ended 2023 with approximately $279 million of total available liquidity, including
- $104 million — able liquidity, including approximately $104 million of cash and cash equivalents. Target's
- $563.6 million — leadership of our NEOs, we reported: $563.6 million TOTAL REVENUE $344 million ADJ. E
- $344 million — ted: $563.6 million TOTAL REVENUE $344 million ADJ. EBITDA (a) $22.6 million INT
- $22.6 million — ENUE $344 million ADJ. EBITDA (a) $22.6 million INTEREST EXPENSE $45.3 million CA
- $45.3 million — a) $22.6 million INTEREST EXPENSE $45.3 million CAPITAL EXPENDITURES (excluding acqui
- $142.6 million — EXPENDITURES (excluding acquisitions) $142.6 million DISCRETIONARY CASH FLOW ("DCF") (a)
Filing Documents
- tm2330938d2_def14a.htm (DEF 14A) — 2311KB
- ic_rulebleed-bw.jpg (GRAPHIC) — 2KB
- lg_trgthospitality-4c.jpg (GRAPHIC) — 18KB
- ph_jamesbarcher-bwlr.jpg (GRAPHIC) — 80KB
- sg_stephenrobertson-pn.jpg (GRAPHIC) — 6KB
- sg_jamesarcher-pn.jpg (GRAPHIC) — 6KB
- ic_meeting-pn.jpg (GRAPHIC) — 11KB
- ic_wifi-pn.jpg (GRAPHIC) — 5KB
- ic_mail-pn.jpg (GRAPHIC) — 4KB
- ic_phone-pn.jpg (GRAPHIC) — 4KB
- ic_datetime-pn.jpg (GRAPHIC) — 7KB
- ic_chkmrk-pn.jpg (GRAPHIC) — 7KB
- sg_heididlewis-pn.jpg (GRAPHIC) — 6KB
- ic_line-pn.jpg (GRAPHIC) — 2KB
- ic_bed-pn.jpg (GRAPHIC) — 23KB
- ic_global-pn.jpg (GRAPHIC) — 6KB
- ic_social-pn.jpg (GRAPHIC) — 19KB
- ic_enviro-pn.jpg (GRAPHIC) — 10KB
- ic_protect-pn.jpg (GRAPHIC) — 6KB
- ic_ethical-pn.jpg (GRAPHIC) — 21KB
- ic_wedo-pn.gif (GRAPHIC) — 3KB
- ic_wedontbw.gif (GRAPHIC) — 3KB
- ic_round-pn.jpg (GRAPHIC) — 1KB
- ic_c-pn.jpg (GRAPHIC) — 2KB
- ic_sequere-4c.jpg (GRAPHIC) — 2KB
- ic_leader-pn.jpg (GRAPHIC) — 4KB
- ic_operat-pn.jpg (GRAPHIC) — 5KB
- ic_governance-pn.jpg (GRAPHIC) — 4KB
- ic_enviroment-pn.jpg (GRAPHIC) — 3KB
- ic_safety-pn.jpg (GRAPHIC) — 4KB
- ic_finance-pn.jpg (GRAPHIC) — 7KB
- ic_money-pn.jpg (GRAPHIC) — 4KB
- ic_goverm-pn.jpg (GRAPHIC) — 5KB
- ic_sale-pn.jpg (GRAPHIC) — 3KB
- ic_plan-pn.jpg (GRAPHIC) — 4KB
- ic_hands-pn.jpg (GRAPHIC) — 4KB
- ic_cybersec-pn.jpg (GRAPHIC) — 6KB
- ic_human-pn.jpg (GRAPHIC) — 4KB
- ic_public-pn.jpg (GRAPHIC) — 6KB
- pc_ethnic-pn.jpg (GRAPHIC) — 8KB
- bc_age-pn.jpg (GRAPHIC) — 7KB
- pc_independ-pn.jpg (GRAPHIC) — 10KB
- ic_marketsale-pn.jpg (GRAPHIC) — 3KB
- ic_updown-pn.jpg (GRAPHIC) — 3KB
- bc_position-pn.jpg (GRAPHIC) — 52KB
- pc_gender-pn.jpg (GRAPHIC) — 12KB
- pc_minoritie-pn.jpg (GRAPHIC) — 13KB
- ph_jasonvlacich-bw.jpg (GRAPHIC) — 7KB
- ph_troyschrenk-bw.jpg (GRAPHIC) — 7KB
- ph_hedilewis-bw.jpg (GRAPHIC) — 8KB
- tb_pay-pn.jpg (GRAPHIC) — 100KB
- pc_compatriskceo-pn.jpg (GRAPHIC) — 20KB
- pc_compatriskneo-pn.jpg (GRAPHIC) — 19KB
- bc_growth-pn.jpg (GRAPHIC) — 58KB
- bc_cashflow-pn.jpg (GRAPHIC) — 76KB
- bc_leverage-pn.jpg (GRAPHIC) — 61KB
- bc_peergroup-pn.jpg (GRAPHIC) — 64KB
- bc_netcome-pn.jpg (GRAPHIC) — 66KB
- bc_ebitda-pn.jpg (GRAPHIC) — 63KB
- px_24trgtpxy01pg01-bw.jpg (GRAPHIC) — 244KB
- px_24trgtpxy01pg02-bw.jpg (GRAPHIC) — 177KB
- 0001104659-24-045535.txt ( ) — 6558KB
- th-20231231.xsd (EX-101.SCH) — 8KB
- th-20231231_def.xml (EX-101.DEF) — 6KB
- th-20231231_lab.xml (EX-101.LAB) — 24KB
- th-20231231_pre.xml (EX-101.PRE) — 5KB
- tm2330938d2_def14a_htm.xml (XML) — 183KB
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION Compensation Committee Report 47 Summary Compensation Table 48 Grants of Plan-Based Awards for Fiscal Year 2023 50 Outstanding Equity Awards at 2023 Fiscal Year-End 51 Option Exercises and Stock Vested in Fiscal Year 2023 52 Potential Payments Upon Termination or Change in Control 52 CEO Pay Ratio 56 Pay Versus Performance Disclosure 57 Equity Compensation Plan Information 62 Employment Agreements 62 CERTAIN RELATIONSHIP AND RELATED PARTY TRANSACTIONS 66 Review, Approval or Ratification of Transactions with Related Persons 66
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 68 Beneficial Ownership 68 OTHER MATTERS 70 Delinquent Section 16(A) Reports 70 Matters Raised at the 2024 Annual Meeting Not Included in this Proxy Statement 70 Stockholder Proposals and Director Nominations for the 2025 Annual Meeting 70 Access to Annual Report on Form 10-K 70 Information about the Virtual Annual Meeting and Voting 71 Stockholders of Record—Voting 73 Beneficial Owners—Voting 73 Stockholders of Record—Revoke 74 Beneficial Owners—Revoke 74 Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on May 23, 2024: This notice of annual meeting and proxy statement and our annual report to stockholders for the fiscal year ended December 31, 2023 are available on our website at investors.targethospitality.com . TABLE OF CONTENTS PROXY SUMMARY PROXY SUMMARY This summary highlights information contained elsewhere in this proxy statement. This summary does not contain all information you should consider. Please read the entire proxy statement carefully before voting. Who We Are Founded in 1978, Target Hospitality Corp. (" Target Hospitality " or " Target ") builds, owns, and operates customized facilities for a range of end-users. In fact, we are one of the largest specialty rental and hospitality services companies in North America. We also offer a full suite of cost-effective hospitality solutions, including culinary and catering, concierge, laundry, recreational facilities, transportation, and security. We own an extensive network of geographically relocatable specialty rental accommodation units. with approximately ~16,843 beds across 26 communities 2023 Performance Highlights Our extraordinary 2023 results illustrate the strength in Target Hospitality's operating position and commitment to our defined strategic initiatives. Under the leadership of our NEOs, we