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): April 6, 2015
Emerge Energy Services LP
(Exact name of registrant as specified in its charter)
Delaware | | 001-35912 | | 90-0832937 |
(State or other jurisdiction | | (Commission | | (IRS Employer |
of incorporation or
organization) | | File Number) | | Identification No.) |
180 State Street, Suite 225
Southlake, Texas 76092
(Address of principal executive office) (Zip Code)
(817) 865-5830
(Registrants’ telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On April 6, 2015, Emerge Energy Services LP (the “Partnership”) entered into an amendment (the “Amendment”) to the amended and restated revolving credit and security agreement, dated as of June 27, 2014 (the “Credit Agreement”), among the Partnership, as parent guarantor, each of its subsidiaries, as borrowers (the “Borrowers”), PNC Bank, National Association (“PNC Bank”), as administrative agent and collateral agent, and the other lenders party thereto (together with PNC Bank, the “Lenders”).
The Amendment amended the Credit Agreement to increase the maximum total leverage ratio for each fiscal quarter ending on or after June 30, 2015 from 3.00x to 3.50x
The foregoing description is not complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The description of the Amendment in Item 1.01 above is incorporated into this Item 2.03 by reference.
Item 8.01 Other Events.
On April 7, 2015, the Partnership issued a press release in which it announced that it will no longer pursue the construction of a silica sand processing plant in Independence, Wisconsin. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number | | Description |
10.1 | | First Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of April 6, 2015, among Emerge Energy Services LP, as parent guarantor, the Borrowers party thereto, PNC Bank, National Association, as administrative agent and collateral agent, and the Lenders party thereto |
| | |
99.1 | | Press release dated April 7, 2015 |
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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.
| Emerge Energy Services LP |
| |
| |
| By: | Emerge Energy Services GP LLC, |
| | its general partner |
| | |
| | |
Dated: April 8, 2015 | By: | /s/ Rick Shearer |
| | Name: | Rick Shearer |
| | Title: | Chief Executive Officer |
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EXHIBIT INDEX
Exhibit
Number | | Description |
10.1 | | First Amendment to Amended and Restated Revolving Credit and Security Agreement, dated as of April 6, 2015, among Emerge Energy Services LP, as parent guarantor, the Borrowers party thereto, PNC Bank, National Association, as administrative agent and collateral agent, and the Lenders party thereto |
| | |
99.1 | | Press release dated April 7, 2015 |
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