EAGL Eagle Capital Select Equity ETF

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

CURRENT REPORT

 

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): March 6, 2025

 

TARGET HOSPITALITY CORP.

(Exact name of registrant as specified in its charter)

 

Delaware		001-38343		98-1378631
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

9320 Lakeside Blvd., Suite 300

The Woodlands, TX 77381

(Address, including zip code, of principal executive offices)

 

800-832-4242

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

	¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.0001 per share		TH		The Nasdaq Capital Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

Item 8.01

Other Events.

 

On March 6, 2025, Target Hospitality Corp. issued a press release to provide a business update on its facilities located in Dilley, Texas. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)  Exhibits

 

Exhibit No.		Exhibit Description
99.1		Press Release dated March 6, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

	Target Hospitality Corp.
	By:	/s/ Heidi D. Lewis
Dated: March 6, 2025		Name:	Heidi D. Lewis
		Title:	Executive Vice President, General Counsel and Secretary

 

 

 

Exhibit 99.1

 

Target Hospitality Announces 5-year Contract Award Reactivating South Texas Assets

 

THE WOODLANDS, Texas, March 6, 2025 (PRNewswire) - Target Hospitality Corp. ("Target Hospitality", "Target" or the "Company") (Nasdaq: TH), one of North America's largest providers of vertically integrated modular accommodations and value-added hospitality services, today announced it has entered into a five-year lease and services agreement with CoreCivic, Inc. (“CoreCivic”) to resume operations utilizing the Company’s existing assets located in Dilley, Texas (“Dilley Contract”).

 

These assets operated from September 2014 to August 2024 as the South Texas Family Residential Center (“Dilley Facility”), where Target provided facility and hospitality solutions to CoreCivic through a lease and services agreement. Upon reactivation the Dilley Facility will retain a similar facility size and operational scope as the prior operations.

 

The Dilley Facility will be capable of supporting up to 2,400 individuals and provide an open and safe environment to appropriately care for the community population. The consistency of the community layout will require no capital investment, allowing for a seamless community reactivation.

 

Target will provide facility and hospitality solutions to CoreCivic under the Dilley Contract, which has a similar economic structure to the Company’s previous agreement with CoreCivic, including fixed minimum revenue regardless of occupancy. The Dilley Contract is expected to provide over $246 million of revenue over its anticipated five-year term, to March 2030. Target anticipates approximately $30 million of revenue will be realized in 2025.

 

The seamless reactivation of this community illustrates the benefits of Target’s flexible operating model and unique capabilities. These elements consistently support the Company’s ability to appropriately respond to customer demand, while providing unmatched customized solutions. Target believes these distinct core competencies form a strong foundation as the Company continues evaluating additional growth opportunities supporting the U.S government’s immigration policies, as well as a strong pipeline of other diversifying growth initiatives.

 

“We are excited to continue our partnership with CoreCivic, leveraging the unique strengths of both organizations to support the U.S. government’s policy initiatives. The reactivation of this community illustrates the strategic importance of these assets and Target’s proven ability in providing these critical services and hospitality solutions. We are well positioned, and encouraged, as we continue pursuing other potential opportunities supporting the U.S. government,” stated Brad Archer, President and Chief Executive Officer.

 

The Dilley Contract is supported by an amended intergovernmental services agreement (“IGSA”) between the city of Dilley, Texas and U.S. Immigration and Customs Enforcement (“ICE”). As is customary for U.S. government contract and subcontracts, the IGSA and the Dilley Contract are subject to annual U.S. government appropriations and can be canceled for convenience with 60-day’s prior notice.

 

About Target Hospitality

 

Target Hospitality is one of North America’s largest providers of vertically integrated modular accommodations and value-added hospitality services in the United States. Target builds, owns and operates a customized and growing network of communities for a range of end users through a full suite of value-added solutions including premium food service management, concierge, laundry, logistics, security and recreational facilities services.

 

 

Cautionary Statement Regarding Forward Looking Statements

 

Certain statements made in this press release (including the financial outlook contained herein) are "forward looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words "estimates," "projected," "expects," "anticipates," "forecasts," "plans," "intends," "believes," "seeks," "may," "will," "should," "future," "propose" and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include: operational, economic, including inflation, political and regulatory risks; our ability to effectively compete in the specialty rental accommodations and hospitality services industry, including growing the HFS – South and Government segments; effective management of our communities; natural disasters and other business disruptions, including outbreaks of epidemic or pandemic disease; the duration of any future public health crisis, related economic repercussions and the resulting negative impact to global economic demand; the effect of changes in state building codes on marketing our buildings; changes in demand within a number of key industry end-markets and geographic regions; changes in end-market demand requirements that could lead to cancelation of contracts for convenience in the Government segment; our reliance on third party manufacturers and suppliers; failure to retain key personnel; increases in raw material and labor costs; the effect of impairment charges on our operating results; our future operating results fluctuating, failing to match performance or to meet expectations; our exposure to various possible claims and the potential inadequacy of our insurance; unanticipated changes in our tax obligations; our obligations under various laws and regulations; the effect of litigation, judgments, orders, regulatory or customer bankruptcy proceedings on our business; our ability to successfully acquire and integrate new operations; global or local economic and political movements, including any changes in policy under the Trump administration or any future administration; federal government budgeting and appropriations; our ability to effectively manage our credit risk, liquidity and collect on our accounts receivable; our ability to fulfill Target Hospitality’s public company obligations; any failure of our management information systems; our ability to refinance debt on favorable terms and meet our debt service requirements and obligations; and risks related to our outstanding debt obligations. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

Investor Contact

Mark Schuck
(832) 702 – 8009
ir@targethospitality.com

 

 

v3.25.0.1

Cover	Mar. 06, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 06, 2025
Entity File Number	001-38343
Entity Registrant Name	TARGET HOSPITALITY CORP.
Entity Central Index Key	0001712189
Entity Tax Identification Number	98-1378631
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	9320 Lakeside Blvd.
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	The Woodlands
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77381
City Area Code	800
Local Phone Number	832-4242
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	TH
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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