CARBO Ceramics Inc. (NYSE:CRR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

On July 21, 2017, subsidiaries of the Company Carbo Ceramics (Mauritius) Inc. and Carbo LLC (together, the “Sellers”) entered into a Share Purchase Agreement with Petro Welt Technologies AG and PeWeTe Evolution Limited (together, the “Purchasers”) to sell the Company’s Russian proppant business.

Under the Terms of the Share Purchase Agreement, the Purchasers will pay an aggregate purchase price of $22,000,000 (subject to certain net working capital and net debt purchase price adjustments) for all of the shares of CARBO Ceramics Cyprus Limited held by the Sellers. The Share Purchase Agreement contains certain customary warranties (the “Warranties”) and certain customary covenants. The Share Purchase Agreement also provides that the Sellers’ liability to the Purchasers for losses stemming from breaches of the Sellers’ Warranties will be capped at certain agreed levels and in no case more than the purchase price, and subject to a minimum deductible.

The transaction is subject to customary local regulatory approval and satisfaction of other customary closing conditions and is expected to close during the third quarter of 2017.

The foregoing description of the Share Purchase Agreement and the transactions contemplated does not purport to be complete and is qualified in its entirety by reference to the Share Purchase Agreement itself. A copy of the Share Purchase Agreement will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, expected to be filed on the date hereof.

A copy of the press release announcing the transaction is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 1.01. Results of Operations and Financial Condition.

The following information, including the Exhibit to this Form 8-K, is being furnished to Item 1.01 — Results of Operations and Financial Condition of Form 8-K. This information is not deemed to be “filed” for the purposes of Section18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements.

On July 27, 2017, the Company issued a press release, a copy of which is attached hereto as Exhibit99.1, announcing second quarter 2017 earnings.

Item 1.01. Costs Associated with Exit or Disposal Activities.

In connection with the matters described under Item 1.01, which description is incorporated herein by reference, the Company estimates costs associated with the sale of the Company’s Russian proppant business to be approximately seven percent of the aggregate purchase price.These costs are expected to include, but are not limited to, outside experts and other transaction related costs.

Item 1.01. Financial Statements and Exhibits.

to General Instruction B.2 of Form 8-K, the following exhibit is furnished with this Form 8-K.

CARBO CERAMICS INC Exhibit
EX-99.1 2 crr-ex991_6.htm EX-99.1 crr-ex991_6.htm Exhibit 99.1     NEWS RELEASE   #17-10   CARBO® Announces Second Quarter 2017 Results Conference Call Scheduled for Today,…
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About CARBO Ceramics Inc. (NYSE:CRR)

Carbo Ceramics Inc. is an oilfield services technology company. The Company supplies ceramic proppant. The Company also sells sand and resin-coated proppants. Additionally, it provides fracture simulation software, fracture design and consulting services, and a range of technologies for spill prevention, containment and related countermeasures. Its products and services are used in the hydraulic fracturing of natural gas and oil wells. It manufactures various ceramic proppants, including KRYPTOSPHERETM HD, which is a ceramic proppant engineered to deliver conductivity and durability in closure stress wells; KRYPTOSPHERE LD, which is a lower density proppant compared to KRYPTOSPHERE HD; CARBOHSP and CARBOPROP, which are high and intermediate density ceramic proppants, and CARBOLITE, CARBOECONOPROP and CARBOHYDROPROP, which are low-density ceramic proppants. It offers CARBO NORTHERN WHITE, which is a frac sand; CARBONRT, a detectable proppant, and SCALEGUARD, a porous ceramic proppant.