Current Report Filing (8-k)
July 24 2017 - 7:45AM
Edgar (US Regulatory)
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) July
18, 2017
FAIRMOUNT SANTROL HOLDINGS INC.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
001-36670
|
|
34-1831554
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
|
|
8834 Mayfield Road, Chesterland, Ohio
|
|
44026
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code: (800)
255-7263
(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 (see General Instruction A.2. below):
☐
|
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))
|
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 1.01.
|
Entry into a Material Definitive Agreement.
|
On July 18, 2017, FML Sand LLC
(
FML
), a subsidiary of Fairmount Santrol Holdings Inc. (the
Company
), entered into a long-term Lease Agreement (the
Lease Agreement
) for real property with the Fernandes family ranch owners
who have held the property for several generations and are named in the Lease Agreement (together, the
Owner
). The Lease Agreement provides that FML may initially mine approximately 165 million tons of sand on approximately
3,250 acres of the Owners real property located in Winkler County, Texas (the
Site
), during a lease term of 40 years (the
Term
). The Company intends to build a mine and processing facility on the Site
capable of producing approximately three million tons of proppant sand annually. In connection with the Lease Agreement, FML also has agreed to pay the Owner a lease fee of up to $40 million in the aggregate, including an initial payment of
$20 million made upon signing the Lease Agreement. The Lease Agreement also provides that FML shall pay to the Owner a royalty fee which is expected to average $2.90 per ton for sand mined, processed and sold from the Site during the Term. The
Lease Agreement may be terminated prior to the end of the Term upon the occurrence of certain specified events.
The foregoing summary
does not purport to be complete and is qualified in its entirety by reference to the Lease Agreement, a copy of which will be attached as an exhibit to the Companys Quarterly Report on Form
10-Q
for the
quarterly period ending September 30, 2017.
Item 7.01
|
Regulation FD Disclosure.
|
On July 24, 2017, the Company issued a press release
announcing FMLs entry into the Lease Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form
8-K.
Presentation materials, which are referenced in the
Companys press release and include information about the Site (the
Presentation Materials
), are also furnished as Exhibit 99.2 to this Current Report on Form
8-K.
The Presentation
Materials will also be accessible online at the Companys website (www.fairmountsantrol.com) on the Investor Relations page under Events & Presentations.
The information in this Current Report on Form
8-K,
including the exhibit attached hereto, is
furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act
), or otherwise subject to the liabilities of that Section, and shall not be
deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01
|
Financial Statements and Exhibits.
|
(d) Exhibits.
|
|
|
Exhibit
Number
|
|
Description
|
|
|
99.1
|
|
The Companys press release, dated July 24, 2017, announcing FMLs entry into the Lease Agreement.
|
|
|
99.2
|
|
The Presentation Materials.
|
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.
|
|
|
|
|
|
|
|
|
Fairmount Santrol Holdings Inc.
|
|
|
|
|
(Registrant)
|
|
|
|
Date
July 24, 2017
|
|
|
|
|
|
|
|
|
/s/ Michael F. Biehl
|
|
|
|
|
Michael F. Biehl
Executive Vice President
and Chief Financial Officer
|
Exhibit Index
|
|
|
Exhibit
Number
|
|
Description
|
|
|
99.1
|
|
The Companys press release, dated July 24, 2017, announcing FMLs entry into the Lease Agreement.
|
|
|
99.2
|
|
The Presentation Materials.
|
FMSA HOLDINGS INC (NYSE:FMSA)
Historical Stock Chart
From Aug 2024 to Sep 2024
FMSA HOLDINGS INC (NYSE:FMSA)
Historical Stock Chart
From Sep 2023 to Sep 2024