Emerge Energy Services LP (NYSE:EMES) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
Revolving Credit Agreement Amendment
On December31, 2018, Emerge Energy Services LP (the “Partnership”), the Partnership’s wholly owned subsidiaries Emerge Energy Services Operating LLC and Superior Silica Sands LLC (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 “Revolving Lenders”) entered into the Forbearance Agreement and First Amendment to Second Amended and Restated Revolving Credit and Security Agreement (the “Revolving Credit Agreement Amendment”).
The Revolving Credit Agreement Amendment provides for (i)the Revolving Lenders to temporarily forbear from exercising certain rights and remedies against the Borrowers in connection with anticipated financial covenant defaults under the Second Amended and Restated Revolving Credit and Security Agreement, dated as of January5, 2018 (the “Revolving Credit Agreement”), for the quarter ended December31, 2018 and (ii)a temporary reduction in the minimum liquidity requirement under the Revolving Credit Agreement.
The foregoing description of the Revolving Credit Agreement Amendment is not complete and is qualified in its entirety by reference to the full text of the Revolving Credit Agreement Amendment, which is attached as Exhibit10.1 to this Current Report on Form8-K and incorporated into this Item 1.01 by reference.
Second Lien Note Purchase Agreement Amendment
On December31, 2018, the Partnership, the Borrowers, HPS Investment Partners, LLC (“HPS”), as notes agent and collateral agent, and the other noteholders party thereto (together with HPS, the “Second Lien Noteholders”) entered into the Forbearance Agreement and First Amendment to Second Lien Note Purchase Agreement (the “Second Lien Note Purchase Agreement Amendment”).
The Second Lien Note Purchase Agreement Amendment provides for (i)the Second Lien Noteholders to temporarily forbear from exercising certain rights and remedies against the Borrowers in connection with anticipated financial covenant defaults under the Second Lien Note Purchase Agreement, dated as of January5, 2018 (the “Second Lien Note Purchase Agreement”), for the quarter ended December31, 2018 and (ii)a temporary reduction in the minimum liquidity requirement under the Second Lien Note Purchase Agreement.
The foregoing description of the Second Lien Note Purchase Agreement Amendment is not complete and is qualified in its entirety by reference to the full text of the Second Lien Note Purchase Agreement Amendment, which is attached as Exhibit10.2 to this Current Report on Form8-K and incorporated into this Item 1.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
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Exhibit Number |
Description |
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10.1 |
Forbearance Agreement and First Amendment to Second Amended and Restated Revolving Credit and Security Agreement, dated as of December31, 2018, among Emerge Energy Services LP, the Borrowers, PNC Bank, National Association as administrative agent and collateral agent, and the lenders party thereto. |
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10.2 |
Forbearance Agreement and First Amendment to Second Lien Note Purchase Agreement, dated as of December31, 2018, between Emerge Energy Services LP, the Borrowers, HPS Investment Partners, LLC as notes agent and collateral agent, and the noteholders party thereto. |
Emerge Energy Services LP Exhibit
EX-10.1 2 a19-1103_1ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version FORBEARANCE AGREEMENT AND FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT This Forbearance Agreement and First Amendment to Second Amended and Restated Revolving Credit and Security Agreement (this “Agreement”) is entered into as of December 31,…
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About Emerge Energy Services LP (NYSE:EMES)
Emerge Energy Services LP owns, operates, acquires and develops a portfolio of energy service assets. The Company’s segments include Sand segment, Fuel segment and Corporate. The Company’s Sand segment consists of the production and sale of various grades of industrial sand primarily used in the extraction of oil and natural gas, as well as the production of building products and foundry materials. Its Fuel segment operates approximately two terminals and over two transmix processing facilities that are located in the Dallas-Fort Worth, Texas area and Birmingham, Alabama. In addition to refining transmix, the Fuel segment sells a suite of complementary fuel products and services, including third-party terminaling services, certain reclamation services and blending of renewable fuels. The Company’s other services include blending of renewable fuels into petroleum products, and the manufacture of biodiesel at its Birmingham facility.
