Hi-Crush Partners LP (NYSE:HCLP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Hi-Crush Partners LP (NYSE:HCLP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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(e) Termination of 2017 Unit Purchase Plan

On September 14, 2017, the Board of Directors (the "Board") of Hi-Crush GP LLC, the general partner of Hi-Crush Partners LP (the "Partnership"), approved the termination of the Hi-Crush Partners LP 2017 Unit Purchase Program (the "Previous UPP") which the Board had approved on March 13, 2017. The Previous UPP was terminated on September 14, 2017.

Approval of Second 2017 Unit Purchase Plan

On September 14, 2017, the Board approved a form of the Hi-Crush Partners LP Second 2017 Unit Purchase Program Enrollment Agreement and Terms and Conditions (the "Second 2017 UPP Agreement"), which allows employees and Board members to enroll in the Hi-Crush Partners LP Second 2017 Unit Purchase Program (the "Second 2017 UPP"). The Partnership’s principal executive officer, principal financial officer, and other named executive officers are eligible to participate in the Second 2017 UPP.

The Second 2017 UPP is offered under the Partnership’s First Amended and Restated Long-Term Incentive Plan as a purchase right for units. The Second 2017 UPP generally provides participants with the opportunity to purchase common units representing limited partner interests of the Partnership ("Units") at a discount. A Second 2017 UPP participant who is a Board member may contribute to the Second 2017 UPP by making cash contributions not to exceed $225,000 in the aggregate, while a Second 2017 UPP participant who is an employee may contribute to the Second 2017 UPP through payroll deductions not to exceed 50% of such participant’s eligible compensation during the applicable offering period. With respect to any eligible individuals electing to participate in the Second 2017 UPP who were also participating in the Previous UPP as of September 14, 2017, any amounts that such participant contributed to the Previous UPP that were not withdrawn from the Previous UPP before September 14, 2017 will be automatically applied to such participant’s Second 2017 UPP account. If the closing market price of Units on November 15, 2018 (the "Purchase Date Price") is greater than or equal to 85% of the closing market price of Units on a Second 2017 UPP participant’s applicable election date (the "Election Price"), then such participant will receive a number of Units equal to the amount of accumulated payroll deductions or contributions credited to his or her Second 2017 UPP account (the "Contribution") divided by the Election Price, capped at 30,000 Units. If the Purchase Date Price is less than the Election Price, then such participant’s Contribution will be returned to the participant.

The description of the form of Second 2017 UPP Agreement contained in this Item 5.02 does not purport to be complete and is qualified in its entirety by reference to the form of Second 2017 UPP Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 5.02 – Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Exhibit Description

10.1

Form of Hi-Crush Partners LP Second 2017 Unit Purchase Program Enrollment Agreement and Terms and Conditions


Hi-Crush Partners LP Exhibit
EX-10.1 2 exhibit101-hclp_second2017.htm EXHIBIT 10.1 Exhibit Exhibit 10.1HI-CRUSH PARTNERS LPSECOND 2017 UNIT PURCHASE PROGRAM ENROLLMENT AGREEMENTThe Hi-Crush Partners LP Second 2017 Unit Purchase Program (the “UPP”) is a voluntary program that provides Eligible Participants the opportunity to purchase common units representing limited partner interests (“Units”) in Hi-Crush Partners LP (“HCLP”) at a discount. You can use this Enrollment Agreement to (a) enroll in the UPP,…
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About Hi-Crush Partners LP (NYSE:HCLP)

Hi-Crush Partners LP is a producer and supplier of monocrystalline sand. The Company is a limited partnership formed to acquire selected sand reserves and related processing and transportation facilities of Hi-Crush Proppants LLC. It operates in Frac Sand Sales segment. Its reserves consist of northern white sand, a resource in Wisconsin and limited portions of the upper Midwest region of the United States. It owns, operates and develops sand reserves, and related excavation and processing facilities. Its 857-acre facility with rail infrastructure, located in Wyeville, Wisconsin (the Wyeville facility) contains approximately 82.1 million tons of proven recoverable reserves of frac sand meeting American Petroleum Institute (API) specifications. It also holds approximately 98% interest in Augusta facility, which is located in Eau Claire County, Wisconsin and contains over 40.9 million tons of proven recoverable reserves of frac sand meeting API specifications.

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