8-K - Kodiak Gas Services, Inc. | StockGist

AI Analysis

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Kodiak Gas Services completed its acquisition of Distributed Power Solutions for $587 million in cash and 2.4 million shares, expanding its platform into distributed power generation.

Key Takeaways

1Kodiak acquired Distributed Power Solutions for $587 million cash plus 2.4 million shares, adding approximately 395 megawatts of generation capacity.

2The acquisition expands Kodiak's business beyond contract compression into distributed power generation, serving data centers, microgrids, manufacturing and energy infrastructure markets.

3Kodiak expects the acquisition to be immediately accretive to earnings and discretionary cash flow per share while extending contracted cash flow duration and stability.

4The sellers received registration rights for the 2.4 million shares, including a shelf registration to be filed before the 180-day lock-up period ends.

5Integration activities are underway with focus on service continuity, operational excellence and safety across the combined platform.

Current Report Details

Event Type

Asset Acquisition+3 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. The issuance of the shares of Common Stock was undertaken in reliance upon

Material Agreement

Source Document

2.01

Completion of Acquisition of Disposition of Assets. The information set forth in Item 1.01 is incorporated into this Item 2.01 by reference. Item 3.02 Unregiste

Asset Acquisition

7.01

, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or

Regulation Fd

9.01

(a)(3) of Form 8-K, any financial statements required by this Item will be filed by amendment to this Report within 71 days following the date on which this Rep

Exhibits Only

Source Document

Transaction Details

Acquisition / Disposition

Target: Distributed Power Solutions, LLC
Consideration: $587 million cash plus 2,401,278 shares of common stock
Structure: Membership interest purchase

•Purchase Agreement dated February 5, 2026
•Closing Date: April 1, 2026

Material Agreement

Agreement: Registration Rights Agreement
Parties: Kodiak Gas Services, Inc., Mustang PRS, LLC, Louisiana Machinery Company, L.L.C.

•Shelf registration to be filed before end of 180-day lock-up period
•Piggyback rights for offerings over $50 million
•Company bears registration expenses
•Customary indemnification provisions

Exhibits (3)

10.1

EX-10.1

8-K

99.1

EX-99.1