Target Hospitality (TH) Forms Special Board Committee

Target Hospitality Corp. ("Target Hospitality" or the "Company") (NASDAQ: TH), one of North America's largest providers of vertically integrated modular accommodations and value-added hospitality services, announced the formation of a Special Committee comprised of independent directors of the Board of Directors of Target Hospitality (the "Board").

As previously disclosed, on March 25, 2024, Target Hospitality received an unsolicited non-binding proposal from Arrow Holdings S.à r.l. ("Arrow"), an affiliate of TDR Capital LLP ("TDR"), to acquire all of the outstanding shares of common stock of Target Hospitality that are not owned by any of Arrow, any investment fund managed by TDR or their respective affiliates (collectively, the "Arrow Group"), for cash consideration of $10.80 per share (the "Proposal").

The mandate of the Special Committee is to consider and evaluate the Proposal and any alternative proposals or other strategic alternatives that may be available to the Company. The Special Committee has retained Centerview Partners LLC and Ardea Partners LP as its financial advisors and Cravath, Swaine & Moore LLP as its legal advisor.

There can be no assurance that any transaction will result from the Special Committee's evaluation, or, if so, the timing, terms and conditions of such transaction. Target Hospitality does not intend to disclose developments with respect to this matter unless and until such time as the Special Committee or the Board determines that such disclosure is appropriate or necessary, except as required by law or other regulatory requirements.

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