Form 8-K

SMART SAND, INC.

Dated: December 15, 2016

/s/ Lee Beckelman

Lee Beckelman

Chief Financial Officer

0001193125-16-793617.txt : 20161215 0001193125-16-793617.hdr.sgml : 20161215 20161215070102 ACCESSION NUMBER: 0001193125-16-793617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161214 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20161215 DATE AS OF CHANGE: 20161215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Smart Sand, Inc. CENTRAL INDEX KEY: 0001529628 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 452809926 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37936 FILM NUMBER: 162052304 BUSINESS ADDRESS: STREET 1: 24 WATERWAY AVENUE, SUITE 350 CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: (281) 231-2660 MAIL ADDRESS: STREET 1: 24 WATERWAY AVENUE, SUITE 350 CITY: THE WOODLANDS STATE: TX ZIP: 77380 8-K 1 d287514d8k.htm FORM 8-K Form 8-K

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): December 14, 2016

SMART SAND, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-37936	45-2809926
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

24 Waterway Avenue, Suite 350

The Woodlands, Texas 77380

(Address of principal executive offices and zip code)

(281) 231-2660

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	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 December 14, 2016, Smart Sand, Inc. (the “Company”) entered into a multi-year Master Product Purchase Agreement (the “PPA”) with Rice Drilling B, LLC (the “Buyer”), a subsidiary of Rice Energy Inc. We expect that the Buyer will begin purchasing frac sand under the PPA in January 2017. The PPA is structured as a take-or-pay agreement and includes a monthly non-refundable capacity reservation charge.

In connection with the PPA, on December 14, 2016, the Company also entered into a Railcar Usage Agreement with the Buyer (the “Railcar Usage Agreement”), pursuant to which the Buyer will borrow railcars from the Company to transport the purchased products.

The above summary does not purport to be complete descriptions of the PPA or the Railcar Usage Agreement and are qualified in their entirety by the contents of the PPA and Railcar Usage Agreement, copies of which will be filed as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

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.