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United States securities and exchange commission logo
June 9, 2020
Donald A. Merril
Executive Vice President and Chief Financial Officer
U.S. Silica Holdings, Inc.
24275 Katy Freeway, Suite 600
Katy, TX 77494
Re: U.S. Silica
Holdings, Inc.
Form 10-K for
Fiscal Year Ended December 31, 2019
Filed February 25,
2020
File No. 001-35416
Dear Mr. Merril:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2019
Summary of Reserves, page 42
1. Proven and probable
reserves are disclosed for your Cheto, Colado, Fernley, Fowlkes, and
Hazen Mines. Please
forward to our engineer as supplemental information and not as part
of your filing, your
information that establishes the legal, technical, and economic
feasibility of your
materials designated as reserves, as required by Industry Guide 7(c).
The information
requested includes, but is not limited to:
Property and
geologic maps
Description of your
sampling and assaying procedures
Drill-hole maps
showing drill intercepts
Cutoff grades used
for each category of your reserves and resources
Donald A. Merril
U.S. Silica Holdings, Inc.
June 9, 2020
Page 2
Justifications for the drill hole spacing used to classify and
segregate proven and
probable reserves
A detailed description of your procedures for estimating reserves
Copies of any pertinent engineering or geological reports, and
executive summaries of
feasibility studies or mine plans which including the cash flow
analyses
A detailed permitting and government approval schedule for the
project, particularly
identifying the primary environmental or construction approval(s) and
your current
location on that schedule.
To minimize the transfer of paper, please provide the requested
information on a CD or a
flash drive, formatted as Adobe PDF files and provide the name and
phone number for a
technical person our engineer may call, if he has technical questions
about your reserves.
In the event your company desires the return of this supplemental
material, please make a
written request with the letter of transmittal and include a pre-paid,
pre-addressed shipping
label to facilitate the return of the supplemental information. Please
note that you may
request the return of this information pursuant to the provisions of
Rule 12b-4 of the
Exchange Act.
If there are any questions concerning the above request, please phone
Mr. George K.
Schuler, Mining Engineer at (202) 551-3718.
2. We note your reserve price ranges for Diatomaceous Earth, Perlite, and
Clays. Please
provide an annual summary of your product sales, volumes, and revenues
for the last 5
years that support your reserve estimate price ranges. As part of your
response, tell us how
you determined that the upper ranges of your reserve prices reflect
your sales markets.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact George K. Schuler at (202) 551-3718 or Ethan Horowitz
at (202) 551-
3311 if you have questions regarding comments on the financial statements and
related matters.
FirstName LastNameDonald A. Merril Sincerely,
Comapany NameU.S. Silica Holdings, Inc.
Division of
Corporation Finance
June 9, 2020 Page 2 Office of Energy
& Transportation
FirstName LastName