UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 18, 2014
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Hi-Crush Partners LP
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
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| 001-35630 | | 90-0840530 |
| (Commission File Number) | | (IRS Employer Identification No.) |
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Three Riverway Suite 1550 Houston, Texas | | 77056 |
| (Address of principal executive offices) | | (Zip Code) |
(713) 960-4777
(Registrant’s telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following (See General Instruction A.2 below):
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| ¨ | 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)) |
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Item 1.01. Entry Into Material Definitive Agreement
On June 18, 2014, Hi-Crush Operating LLC, a subsidiary of Hi-Crush Partners LP, a Delaware limited partnership (the “Partnership”), entered into a new purchase agreement with Halliburton Energy Services, Inc. (“Halliburton”), which amends and restates the existing supply agreements between the Partnership and its affiliates and Halliburton. The new agreement increases the annual minimum committed volumes under the previous agreements, extends the term through December 31, 2018 and requires Halliburton to pay a specified price for a specified minimum volume of frac sand each month. In addition, the new agreement provides for further significant increases in annual volumes dependent on Halliburton's aggregate annual demand for Northern White frac sand.
The Partnership intends to submit a FOIA Confidential Treatment Request to the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, requesting that it be permitted to redact certain portions of the purchase agreement. The omitted material will be included in the request for confidential treatment. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the purchase agreement, a redacted copy of which will be attached as an exhibit to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2014.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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| Exhibit Number | | Exhibit Description |
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| 99.1 | | Press Release dated June 23, 2014 announcing long-term frac sand purchase agreement |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | | | Hi-Crush Partners LP |
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| | | | | By: | | Hi-Crush GP LLC, its general partner |
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| Date: June 23, 2014 | | | | By: | | /s/ Laura C. Fulton |
| | | | | | | Laura C. Fulton |
| | | | | | | Chief Financial Officer |
INDEX TO EXHIBITS
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| Exhibit Number | | Exhibit Description |
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| 99.1 | | Press Release dated June 23, 2014 announcing long-term frac sand purchase agreement
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