Houston, Texas - April 28, 2014 - Hi-Crush Partners LP (NYSE: HCLP) (the "Partnership" or "Hi-Crush") announced today the successful completion of its previously announced acquisition of certain equity interests in Hi-Crush Augusta LLC ("Augusta"), the entity that owns a raw frac sand processing facility located in Augusta, Wisconsin, for cash consideration of $224.25 million. At the closing of the acquisition, the Partnership's preferred equity interest in Augusta was converted into common equity interests in Augusta. The Partnership now owns 98% of Augusta's common equity interests.
"This is an exciting day for us," said Robert E. Rasmus, Co-Chief Executive Officer of Hi-Crush. "By acquiring the Augusta facility we have doubled the Partnership's production capacity to 3.2 million tons per year, and have established a baseline for future expansion. We remain focused and ready for the future, and for meeting the market's increasing need for Hi-Crush sand."
Hi-Crush also announced today that it closed on a new $200 million Senior Secured Term Loan Credit Facility ("Term Loan Facility"). The borrowings under the Term Loan Facility were used to partially fund the Augusta acquisition and to pay related fees and expenses. The Term Loan Facility will bear interest at LIBOR plus 3.75% per annum with a 1.00% LIBOR floor, is priced at 99.0% of par value, and will mature in 2021. The term loan was rated B+ (Stable) by Standard and Poor's Ratings Agency and B2 (Stable) by Moody's Investor Service.
Hi-Crush also announced today that it has closed on a new five-year $150 million Revolving Credit Facility ("Revolving Credit Facility"). The Revolving Credit Facility, currently undrawn, will mature in 2019. The primary purpose of the Revolving Credit Facility is to finance future expansion activities, as well as for general corporate purposes. Borrowings under the Partnership's prior revolving credit facility, used to finance the acquisition of the preferred interest in Augusta in January 2013 and the acquisition of D & I Silica, LLC in June 2013, were fully repaid in April 2014 with the net proceeds from the Partnership's previously announced primary offering of 4.25 million common units representing limited partnership interests in the Partnership.
"These new corporate facilities form an important piece of our debt capital structure. We have taken advantage of the currently strong debt markets to increase our bank commitments, further strengthen our sources of funding and extend the maturity of our debt," said Laura Fulton, Chief Financial Officer of Hi-Crush. "Our balance sheet is well-financed and remains flexible for future growth."
Hi-Crush is an integrated producer, transporter, marketer and distributor of high-quality monocrystalline sand, a specialized mineral that is used as a "proppant" (frac sand) to enhance the recovery rates of hydrocarbons from oil and natural gas wells. Our reserves, which are located in Wyeville, Wisconsin and Augusta, Wisconsin, consist of "Northern White" sand, a resource that exists predominately in Wisconsin and limited portions of the upper Midwest region of the United States. Hi-Crush owns and operates the largest distribution network in the Marcellus and Utica shales, and has distribution capabilities throughout North America. For more information, visit www.hicrushpartners.com.
This press release includes forward-looking statements that we believe to be reasonable as of today's date. Forward-looking statements give our current expectations, and contain projections of results of operations or of financial condition, or forecasts of future events. Words such as "may," "assume," "forecast," "position," "predict," "strategy," "expect," "intend," "plan," "estimate," "anticipate," "could," "believe," "project," "budget," "potential," or "continue," and similar expressions are used to identify forward-looking statements. They can be affected by assumptions used or by known or unknown risks or uncertainties. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Hi-Crush's reports filed with the Securities and Exchange Commission ("SEC"), including those described under Item 1A of Hi-Crush's Form 10-K for the year ended December 31, 2013 and any subsequently filed 10-Q. Actual results may vary materially. You are cautioned not to place undue reliance on any forward-looking statements. You should also understand that it is not possible to predict or identify all such factors and should not consider the risk factors in our reports filed with the SEC or the following list to be a complete statement of all potential risks and uncertainties. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include: the volume of frac sand we are able to sell; the price at which we are able to sell frac sand; the outcome of any pending litigation; changes in the price and availability of natural gas or electricity; changes in prevailing economic conditions; and difficulty collecting receivables. All forward-looking statements are expressly qualified in their entirety by the foregoing cautionary statements. Hi-Crush's forward-looking statements speak only as of the date made and Hi-Crush undertakes no obligation to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise.
Source: Hi-Crush Partners LP