Flowco Holdings Inc. IPO Amendment Filed

Ticker: FLOC · Form: S-1/A · Filed: Dec 20, 2024 · CIK: 2035149

Sentiment: neutral

Topics: ipo, sec-filing, oil-gas

TL;DR

Flowco Holdings IPO amendment filed 12/20/24. Get ready.

AI Summary

Flowco Holdings Inc. filed an S-1/A amendment on December 20, 2024, for its initial public offering. The company, based in Houston, Texas, operates in the Oil & Gas industry, specifically in machinery and equipment. This filing is an amendment to a previous registration statement, indicating ongoing preparations for its IPO.

Why It Matters

This S-1/A filing signifies Flowco Holdings Inc.'s continued progress towards becoming a publicly traded company, which could impact its access to capital and future growth strategies.

Risk Assessment

Risk Level: medium — As a company pursuing an IPO, Flowco Holdings faces inherent market risks and regulatory scrutiny typical of such filings.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of this S-1/A filing?

This S-1/A filing is an amendment to the initial registration statement (Form S-1) filed by Flowco Holdings Inc. for its proposed initial public offering (IPO).

When was this amendment filed with the SEC?

This amendment was filed with the Securities and Exchange Commission on December 20, 2024.

What industry does Flowco Holdings Inc. operate in?

Flowco Holdings Inc. operates in the Oil & Gas industry, specifically in the SIC code 3533 for Oil & Gas Field Machinery & Equipment.

Who is listed as the President and Chief Executive Officer of Flowco Holdings Inc.?

Joseph R. Edwards is listed as the President and Chief Executive Officer of Flowco Holdings Inc.

Where are Flowco Holdings Inc.'s principal executive offices located?

Flowco Holdings Inc.'s principal executive offices are located at 1300 Post Oak Blvd., Suite 450, Houston, Texas 77056.

Filing Stats: 4,475 words · 18 min read · ~15 pages · Grade level 15.3 · Accepted 2024-12-20 13:08:43

Filing Documents

RISK FACTORS

RISK FACTORS 26 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 56 OUR ORGANIZATIONAL STRUCTURE 59

USE OF PROCEEDS

USE OF PROCEEDS 64 CAPITALIZATION 65 DIVIDEND POLICY 67 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION 71

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 85 INDUSTRY OVERVIEW 104

BUSINESS

BUSINESS 114 MANAGEMENT 131

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 138 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 144 PRINCIPAL STOCKHOLDERS 158

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 161 DESCRIPTION OF INDEBTEDNESS 168 SHARES ELIGIBLE FOR FUTURE SALE 171 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS TO NON-U.S. HOLDERS OF CLASS A COMMON STOCK 173

UNDERWRITING

UNDERWRITING 177 LEGAL MATTERS 187 EXPERTS 187 WHERE YOU CAN FIND MORE INFORMATION 187 GLOSSARY OF OIL AND GAS TERMS 189 INDEX TO FINANCIAL STATEMENTS F-i We have not, and the underwriters have not, authorized anyone to give you any information other than in this prospectus and the information incorporated by reference herein. We can provide no assurances as to the reliability of any other information that others may give you. No dealer, salesperson or other person is authorized to give any information or to represent anything not contained in this prospectus or in any free writing prospectus that we file with the Securities and Exchange Commission. This prospectus is an offer to sell only the shares offered by this prospectus, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus is current only as of its date regardless of the time of delivery of this prospectus or of any sale of our Class A common stock. Our business, financial condition, results of operations and prospects may have changed since that date. Through and including , 2025 (the 25th day after the date of this prospectus), all dealers effecting transactions in these securities, whether or not participating in this offering, may be required to deliver a i Table of Contents prospectus. This is in addition to a dealers obligation to deliver a prospectus when acting as an underwriter and with respect to an unsold allotment or subscription. For investors outside the United States: We have not, and the underwriters have not, done anything that would permit this offering or the possession or distribution of this prospectus or any free writing prospectus we may provide to you in connection with this offering in any jurisdiction where action for purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and

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