Intrepid Potash,Inc. (NYSE:IPI) Files An 8-K Entry into a Material Definitive Agreement
Item1.01 Entry into a Material Definitive
Agreement
Underwriting Agreement
On March15, 2017,Intrepid Potash,Inc. (the Company) entered into
an underwriting agreement (the Underwriting Agreement) with
Cantor Fitzgerald Co., as the sole underwriter (the Underwriter),
which provides for the issuance and sale by the Company, and the
purchase by the Underwriter, of an aggregate of 43,541,667 shares
of the Companys common stock, par value $0.001 per share (the
Common Stock), at a price of $1.1537 per share, after
underwriting discounts and commissions. The Company also granted
the Underwriter a 30-day option to purchase up to an additional
6,531,250 shares of Common Stock (the Option Shares). On March16,
2017, the Underwriter exercised in full its option to purchase
the Option Shares, increasing the aggregate number of shares
issued in connection with the offering to 50,072,917 shares of
Common Stock. The Common Stock has been registered under the
Securities Act of 1933, as amended (the Securities Act), to the
Companys Registration Statement on FormS-3 (File No.333-209888),
filed with the Securities and Exchange Commission (the
Commission) on March2, 2016, and a prospectus, which consists of
a base prospectus, filed with the Commission on March2, 2016, a
preliminary prospectus supplement, filed with the Commission on
March15, 2017, and a final prospectus supplement, dated March15,
2017 (collectively, the Prospectus). The offering closed on
March21, 2017. The Company intends to use the net proceeds from
the offering to partially repay indebtedness outstanding under
the Companys senior notes and for general corporate purposes.
The Underwriting Agreement contains customary representations,
warranties and agreements by the Company, including obligations
of the Company to indemnify the Underwriter for certain
liabilities under the Securities Act. The foregoing description
of the Underwriting Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the
Underwriting Agreement, which is filed as Exhibit1.1 to this
Current Report on Form8-K.
Relationships
As more fully described under the caption Underwriting in the
Prospectus, the Underwriter and certain of its affiliates have
provided from time to time, and may provide in the future,
investment and commercial banking and financial advisory services
to the Company and its affiliates in the ordinary course of
business, for which they have received and may continue to
receive customary fees and commissions.
Item9.01 Financial Statements and
Exhibits
(d) Exhibits.
| ExhibitNo. |
| Description |
| 1.1 | Underwriting Agreement dated as of March15, 2017 by and | |
| 5.1 | Opinion of Latham Watkins LLP regarding legality of the | |
| 23.1 | Consent of Latham Watkins LLP (included in Exhibit5.1 |
About Intrepid Potash, Inc. (NYSE:IPI)
Intrepid Potash, Inc. is a producer of muriate of potash (potassium chloride or potash) and langbeinite (sulfate of potash magnesia) in the United States, which it markets and sells as Trio. The Company operates in the extraction, production and sale of potassium containing products segment. Its products are potash and Trio. The Company also produces salt, magnesium chloride and metal recovery salts from its potash mining processes. It owns approximately three solution mining facilities and over two conventional underground facilities that are utilized for producing potash. Its solution mining production comes from the HB mine near Carlsbad, New Mexico, a solution mine near Moab, Utah, and a brine recovery mine in Wendover, Utah. The Company’s production comes from its underground West and East mines near Carlsbad, New Mexico. Intrepid Potash, Inc. (NYSE:IPI) Recent Trading Information
Intrepid Potash, Inc. (NYSE:IPI) closed its last trading session up +0.12 at 1.67 with 4,068,074 shares trading hands.
