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): February 8, 2018
U.S. Silica Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
| 001-35416 | 26-3718801 | |
| (Commission File Number) |
(IRS Employer Identification No.) | |
| 8490 Progress Drive, Suite 300, Frederick, MD | 21701 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (301) 682-0600
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)) |
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-2of 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 7.01 | Regulation FD Disclosure. |
A copy of material that will be used in an investor presentation delivered by representatives of U.S. Silica Holdings, Inc. (the “Company”) on February 8, 2018, is attached as Exhibit 99.1 hereto. This material 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 under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit |
Description | |
| 99.1 | Investor Presentation dated February 8, 2018. | |
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Investor Presentation dated February 8, 2018. | |
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.
Date: February 8, 2018
| U.S. SILICA HOLDINGS, INC. | ||
| /s/ Christine C. Marshall | ||
| Christine C. Marshall | ||
| Senior Vice President, Chief Legal Officer and Corporate Secretary | ||
Barclays ISP Call February 8, 2018 Exhibit 99.1
U.S. Silica: ISP At A Glance CM$ Specialty Products CM$ Whole Grain 2017 Contribution Margin from new products increased to 14% of total ISP Contribution Margin in 2017 ~10% 5-year CAGR Contribution Margin >30 PROJECTS New Product Pipeline ~50% Sales Under Contract in 2018 Shift to Specialty Products TOP Highest Contribution Margin Per Ton versus competition Customers Facilities Products 1,300 16 210
A Diverse Mix of End Markets with Long Term Loyal Customers >210 products, critical raw materials for long term customers – Top 5 customers >50 year relationships Glass Building Products Foundry Chemicals Fillers & Extenders Smartphones Tablets Containers Automotive glass Fiberglass Performance coatings Architectural, industrial and traffic paints Silicone rubber Silica-based Chemicals Ceramics Sodium Silicates Silicon Carbide Grouts and Mortars Specialty Cements Quartz Surfaces Roofing Shingles Molds and Cores for Metal Casting % of ISP Revenue 32% 29% 9% 8% 11% 11% - Rec./Filtration + Misc./Other
New Products Transform the Way We Do Business 2012 -High volume -Commodity business -GDP Growth 2017 -R&D / new products -Optimized product mix -Enhanced value proposition 10% CAGR - 2012 to 2017 (1) Sell-side analyst consensus (1) Glass Volumes - 3.5%/yr + 10.0%/yr Profit (in millions) (in millions)
Our Path to Doubling Contribution Margin Increase the base business through price and share gain Focus on growing CRG and other new products Grow the business through adjacent acquisitions $88 (in millions) (1) Sell-side analyst consensus (1)
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