Flowco Holdings Inc. Files IPO Amendment
Ticker: FLOC · Form: S-1/A · Filed: Jan 13, 2025 · CIK: 2035149
Sentiment: neutral
Topics: ipo, sec-filing, oil-gas
TL;DR
Flowco Holdings Inc. (FLOW) filed an S-1/A amendment on Jan 13, 2025, moving closer to its IPO.
AI Summary
Flowco Holdings Inc. filed an S-1/A amendment on January 13, 2025, for its initial public offering. The company, incorporated in Delaware and headquartered in Houston, Texas, operates in the Oil & Gas Field Machinery & Equipment sector. This filing is an amendment to their existing registration statement, indicating ongoing preparations for going public.
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 an S-1/A filing, it indicates a company is in the process of going public, which inherently carries market and execution risks.
Key Numbers
- 333-283663 — SEC File Number (Identifies the specific registration statement with the SEC.)
- 20250113 — Filing Date (The date the amendment was officially submitted to the SEC.)
Key Players & Entities
- Flowco Holdings Inc. (company) — Registrant
- January 13, 2025 (date) — Filing Date
- 333-283663 (registration_number) — SEC File Number
- Joseph R. Edwards (person) — President and Chief Executive Officer
- David C. Buck (person) — Counsel
- John W. Stribling (person) — Counsel
- Ryan J. Maierson (person) — Counsel
- Nick S. Dhesi (person) — Counsel
- Sidley Austin LLP (company) — Legal Counsel
FAQ
What is the purpose of this S-1/A filing?
This S-1/A filing is an amendment to the Form S-1 Registration Statement, indicating updates or changes to the initial filing as Flowco Holdings Inc. prepares for its initial public offering.
When was this amendment filed with the SEC?
This amendment was filed with the Securities and Exchange Commission on January 13, 2025.
What industry does Flowco Holdings Inc. operate in?
Flowco Holdings Inc. operates in the OIL & GAS FILED MACHINERY & EQUIPMENT sector, with a Standard Industrial Classification code of 3533.
Who are the principal executive officers mentioned in the filing?
Joseph R. Edwards is listed as the President and Chief Executive Officer of Flowco Holdings Inc.
What is the principal business address of Flowco Holdings Inc.?
The principal business address of Flowco Holdings Inc. is 1300 Post Oak Blvd., Suite 450, Houston, Texas 77056.
Filing Stats: 4,471 words · 18 min read · ~15 pages · Grade level 15 · Accepted 2025-01-13 06:12:21
Key Financial Figures
- $21.00 — of Class A common stock will be between $21.00 and $23.00. We have applied to list our
- $23.00 — common stock will be between $21.00 and $23.00. We have applied to list our Class A co
- $125 million — est in purchasing up to an aggregate of $125 million in Class A common stock in this offerin
Filing Documents
- d808403ds1a.htm (S-1/A) — 3428KB
- d808403dex211.htm (EX-21.1) — 11KB
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- 0001193125-25-004914.txt ( ) — 6759KB
RISK FACTORS
RISK FACTORS 28 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 58 OUR ORGANIZATIONAL STRUCTURE 61
USE OF PROCEEDS
USE OF PROCEEDS 66 CAPITALIZATION 67 DIVIDEND POLICY 69 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION 73
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 88 INDUSTRY OVERVIEW 107
BUSINESS
BUSINESS 117 MANAGEMENT 134
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 141 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 147 PRINCIPAL STOCKHOLDERS 161
DESCRIPTION OF CAPITAL STOCK
DESCRIPTION OF CAPITAL STOCK 164 DESCRIPTION OF INDEBTEDNESS 171 SHARES ELIGIBLE FOR FUTURE SALE 174 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS TO NON-U.S. HOLDERS OF CLASS A COMMON STOCK 176 UNDERWRITING (CONFLICTS OF INTEREST) 180 LEGAL MATTERS 190 EXPERTS 190 WHERE YOU CAN FIND MORE INFORMATION 191 GLOSSARY OF OIL AND GAS TERMS 192 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 yo