Transaction Details: 

Closing Announcement - July 31, 2014

U.S. Silica Holdings, Inc. has announced that it has completed the acquisition of Cadre Services Inc., a leading regional sand mining company based in Voca, Texas.

The addition of Cadre's outstanding operational and logistics capabilities allows U.S. Silica to expand its geographic footprint and product offerings in the fast-growing Permian Basin. The purchase price was $98 million.

Bryan Shinn, president and chief executive officer said: "The successful acquisition of Cadre presents new opportunities for U.S. Silica and supports our strategy to bring on additional capacity to serve the growing demand for raw sand proppants.

Specifically, it allows us to provide our customers with high-quality, regionally produced products that effectively meet the demands of many of the Permian oil and gas wells."

Cadre's business has been renamed Cadre, a U.S. Silica Company.

Initial Announcement - July 16, 2014

U.S. Silica Holdings, Inc. has announced that it has signed a stock purchase agreement to acquire all of the outstanding shares of Cadre Services Inc., a regional sand mining Company based in Voca, Texas, for approximately $98 million in cash. Closing is expected by the end of the month.

Cadre operates a single frac sand mine and plant, with recently expanded annual capacity of about 800,000 tons per year of Premium Hickory® sand. The fully-automated, state-of-the-art facility, which became operational in 2011, has more than 65 years of high-quality reserves. Cadre's regional location allows it to service customers in the fast growing Permian Basin on both a contract and a spot basis, with about 40 percent of revenue derived from customers under take-or-pay contracts.

Bryan Shinn, president and chief executive officer of U.S. Silica said: "This accretive acquisition aligns with our strategy to increase market share by expanding our footprint and product offerings in one of the fastest growing basins in the country. The addition of the Cadre team and their outstanding operational and logistics capabilities allows us to provide our customers with a high quality, regionally-produced product which effectively meets the demands of many Permian oil and gas wells."

The purchase price of $98 million, less the net present value of approximately $14 million in deferred tax assets, results in $84 million of net consideration. Adjusted LTM EBITDA of $11.1 million represents a purchase price multiple of 7.6 times. Projected 2015 Adjusted EBITDA of approximately $18 million after synergies and the benefit of a full year of sales from the March capacity expansion represents a purchase price multiple of 4.7 times. This would result in Adjusted EPS accretion of $0.11 to $0.13 per share in 2015.

United States Deal Activity In Last 12 Months