Smart Sand (SND) Commences 10.6M Share IPO; Sees Pricing of $15 - $18/Share

October 25, 2016 6:43 AM EDT
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Smart Sand, Inc. (Nasdaq: SND) has commenced an initial public offering of 10,615,152 shares of its common stock, of which 9,100,000 shares are to be sold by the Company and 1,515,152 shares are to be sold by the selling stockholders named in the registration statement on Form S-1 filed previously with the U.S. Securities and Exchange Commission (“SEC”). The anticipated initial offering price is between $15.00 and $18.00 per share, and the offering is being made pursuant to the registration statement. The selling stockholders expect to grant the underwriters a 30-day option to purchase from the selling stockholders up to an additional 1,592,273 shares of the Company’s common stock. The Company’s shares of common stock are expected to trade on the NASDAQ Global Select Market under the ticker symbol “SND.”

The Company intends to use the net proceeds it receives from the offering to redeem all of the outstanding shares of the Company’s Redeemable Series A Preferred Stock, to repay in full the outstanding indebtedness under the Company’s existing revolving credit facility and for general corporate purposes. The Company will not receive any net proceeds from the sale by the selling stockholders of shares of the Company’s common stock.

Credit Suisse, Goldman, Sachs & Co. and Jefferies are acting as book-running managers for the proposed initial public offering. Additional book-running managers are Piper Jaffray & Co., Tudor, Pickering, Holt & Co and Deutsche Bank Securities.

The proposed initial public offering is being made only by means of a written prospectus. Once it becomes available, potential investors can obtain a written prospectus that meets the requirements of Section 10 of the Securities Act of 1933 from:

Credit SuisseAttention: Prospectus DepartmentOne Madison AvenueNew York, NY 10010Telephone: (800) 221-1037Email: newyork.prospectus@credit-suisse.com Goldman, Sachs & Co.Attention: Prospectus Department200 West StreetNew York, NY 10282Telephone: (212) 902-1171Email: prospectus-ny@ny.email.gs.com

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

When available, to obtain a copy of the prospectus free of charge, visit the SEC’s website, www.sec.gov, and search under the registrant’s name, “Smart Sand, Inc.”

Cautionary Statement Concerning Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that do not relate to historical matters identify forward-looking statements. Forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict, and there can be no assurance that actual outcomes and results will not differ materially from those expected by our management. These forward-looking statements involve certain risks and uncertainties, including, among others, that our business plans may change as circumstances warrant, the Company’s shares of common stock may not begin trading on the NASDAQ Global Select Market as expected and the offering may not close as expected. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. For more information concerning factors that could cause actual results to differ materially from those conveyed in the forward-looking statements, please refer to the “Risk Factors” section of the prospectus included in the registration statement on Form S-1, in the form last filed with the SEC. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

About Smart Sand:

Smart Sand, Inc. is a pure-play, low-cost producer of high-quality Northern White raw frac sand, which is a preferred proppant used to enhance hydrocarbon recovery rates in the hydraulic fracturing of oil and natural gas wells. Northern White raw frac sand, which is found predominantly in Wisconsin and limited portions of Minnesota and Illinois, is highly valued by oil and natural gas producers as a preferred proppant due to its favorable physical characteristics.

Contact:

Lee Beckelman
Phone: (281) 231-2658
E-mail: lbeckelman@smartsand.com

Source: Smart Sand, Inc.



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