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) May 4, 2017

FAIRMOUNT SANTROL HOLDINGS INC.
(Exact name of registrant as specified in its charter)

 
					
Delaware	 	001-36670	 	34-1831554	
(State or other jurisdiction	 	(Commission	 	(IRS Employer	
of incorporation)	 	File Number)	 	Identification No.)	

8834 Mayfield Road, Chesterland, Ohio	 	44026	
(Address of principal executive offices)	 	(Zip Code)	
Registrant’s 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 2.02 Results of Operations and Financial Condition.
On May 4, 2017, the Company issued a press release providing information regarding earnings for the quarter ended March 31, 2017, which provided detail not included in previously issued reports. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
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	  	Press release of the Company, dated May 4, 2017.	

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: May 4, 2017	 		 		 	/s/ Michael F. Biehl	
	 		 		 	Michael F. Biehl
Executive Vice President and Chief Financial Officer	

Exhibit Index

Exhibit
Number	  	Description	
		
99.1	  	Press release of the Company, dated May 4, 2017.	

Exhibit 99.1

FOR IMMEDIATE RELEASE
FAIRMOUNT SANTROL ANNOUNCES FIRST-QUARTER 2017 RESULTS
 
 	•	 	Volumes of 2.7 million tons up 10% sequentially, including Proppant Solutions volumes of 2.1 million tons up 13% sequentially	
 
 	•	 	Raw proppant sand volumes of 1.9 million tons up 10% sequentially, and coated proppant volumes of 161,000 tons up 59% sequentially	
 
 	•	 	Revenues of $172.6 million up 23% sequentially, including Proppant Solutions revenues of $141.0 million up 24% sequentially and Industrial and Recreational revenues of $31.6 million up 17% sequentially	
CHESTERLAND, Ohio, May 4, 2017 (GLOBE NEWSWIRE) — Fairmount Santrol (NYSE:FMSA), a leading provider of high-performance sand and sand-based product solutions, today announced results for the first quarter ended March 31, 2017.
First-Quarter 2017 Results
First-quarter 2017 revenues were $172.6 million, up 23% from $140.5 million in the fourth quarter of 2016 and up 19% from $145.5 million in the first quarter of 2016. Overall volumes sold were 2.7 million tons for the quarter, up 10% from the fourth quarter of 2016 and an increase of 27% from 2.1 million tons in the first quarter of 2016.
For first-quarter 2017, the Company had a net loss of $11.6 million, or $(0.05) per diluted share, compared with a net loss of $19.9 million, or $(0.09) per diluted share, in the fourth quarter of 2016. Net loss for first-quarter 2016 was $11.8 million, or $(0.07) per diluted share.
Adjusted EBITDA for the first quarter of 2017 was $21.7 million, which excludes non-cash stock compensation expense of $2.4 million. First-quarter 2017 Adjusted EBITDA does not exclude start-up costs of $0.9 million related to the Company’s Brewer, Missouri and Maiden Rock, Wisconsin facilities, which are expected to be fully operational by mid-second quarter 2017. Fourth-quarter 2016 Adjusted EBITDA was $11.7 million and excluded a gain on the repurchase of debt of $5.1 million (net of professional fees and deferred financing fee write-
 
1

offs), asset impairments and other charges of $2.7 million, and non-cash stock compensation expense of $1.5 million. Professional fees of $1.2 million related to the fourth-quarter 2016 equity offerings were not excluded from Adjusted EBITDA. In the first quarter of 2016, Adjusted EBITDA totaled $10.0 million and excluded non-cash stock compensation expense of $1.7 million.
Jenniffer Deckard, President and Chief Executive Officer, said, “Our Proppant Solutions segment performed well during the first quarter as market conditions strengthened, driving strong revenue growth and improving profitability, while our Industrial & Recreational segment turned in another solid performance with good profitability growth. Our value-added products within both of our business segments had excellent growth during the quarter, demonstrating the differentiated market position of these products and their importance to our customers.”
Deckard added, “As expected, we were capacity-constrained throughout the quarter across most sand grades, with available capacity for finer grades of sand remaining particularly tight. This will be improved with the re-opening of our Brewer and Maiden Rock mines. These two facilities had modest volume shipments at the end of the first quarter, and we expect both of these mines to be fully operational by the middle of the second quarter. Pricing dynamics on raw frac sand remain favorable and we instituted price improvements in both the first and second quarters. We believe that market conditions will continue to strengthen in the near future, and we expect to implement additional price improvements in the third quarter.”
Business Segments
Proppant Solutions Segment
For the first quarter of 2017, Proppant Solutions volumes were 2.1 million tons, an increase of 13% compared with the fourth quarter of 2016 and up 36% compared with the prior-year period. Raw proppant sand volumes were 1.9 million tons, a 10% sequential increase and a 36% increase compared with the same period a year ago. Most volume growth in the quarter came from increased demand for coarser-grade raw sand, as finer-grade demand consistently approached or exceeded available capacity. Coated proppant volumes were 161,000 tons, a 59% increase
 
2

compared with the fourth quarter of 2016 and a 43% increase from the prior-year period. The increase in coated proppant volumes was due to improved resin-coated proppant and Propel SSP ® sales as customers leveraged these products to gain further productivity and operational efficiency from well completion activity.
Proppant Solutions revenues were $141.0 million in first-quarter 2017, a 24% increase compared with $113.4 million in the fourth quarter of 2016 and a 20% increase compared with $117.5 million in the first quarter a year ago. Proppant Solutions revenues were positively impacted by higher pricing and a mix shift toward coated proppants, offset somewhat by a shift in mix toward FOB mine sales and coarser-grade proppant. Average raw proppant sand pricing in first-quarter 2017 increased over $4 per ton as compared to fourth-quarter 2016.
Proppant Solutions gross profit increased to $27.3 million, or 19.4% of sales, in the first quarter of 2017 compared with $17.1 million, or 15.1% of sales, in the fourth quarter of 2016. Gross profit for the segment in the first quarter of 2016 was $16.6 million, or 14.1% of sales.
Industrial and Recreational Products Segment
Industrial and Recreational volumes were 595,000 tons in first-quarter 2017, up 1% from both fourth-quarter 2016 and the prior-year first quarter.
Revenues for the segment were $31.6 million in first-quarter 2017, a 17% increase from $27.1 million in the fourth quarter and a 13% increase from $28.0 million for the first quarter a year ago. The increase from the prior-year period was primarily due to a shift toward value-added products in the recreation and building products business lines.
Gross profit for the segment was $13.5 million, or 42.7% of sales, in first-quarter 2017, compared with $11.2 million, or 41.3% of sales, in the fourth quarter of 2016. Gross profit for the segment in the first quarter of 2016 was $10.4 million, or 37.2% of sales.
Balance Sheet and Other Information
Through the first three months of 2017, net cash generated by operating activities was $26.0 million, which was caused in large part by an improved pricing environment, increased volumes and higher sales of value-added products. Net cash used in financing activities was $2.5 million, primarily a result of debt service payments. Capital expenditures were $7.0 million for the quarter ended March 31, 2017.
 
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As of March 31, 2017, cash and cash equivalents totaled $210.7 million, and total debt was $845.1 million, compared with $194.1 million of cash and cash equivalents and total debt of $843.0 million as of December 31, 2016.
Outlook
Full-year 2017 capital expenditures are expected to approximate $47 million to $50 million.
Deckard concluded, “Market conditions in the second quarter are expected to remain strong, and, as our Maiden Rock and Brewer facilities ramp up production, we believe we are well-positioned to take advantage of increased market demand. In addition to these capacity increases, our recent price increases and expected growth in our value-added products should provide tailwinds for continued revenue and profitability improvement during the second quarter.”
Use of Certain GAAP and Non-GAAP Financial Measures
The Company defines EBITDA as net income before interest expense, income tax expense, depreciation, depletion and amortization. Adjusted EBITDA is defined as EBITDA before non-cash stock-based compensation, asset impairments, and certain other income or expenses. The Company believes EBITDA and Adjusted EBITDA are useful because they allow management to more effectively evaluate our operational performance and compare the results of our operations from period to period without regard to our financing costs or capital structure.
Conference Call
Fairmount Santrol will host a conference call and live webcast for analysts and investors today, May 4, 2017, at 10 a.m. Eastern Time to discuss the Company’s 2017 first-quarter financial results. Investors are invited to listen to a live audio webcast of the conference call, which will be accessible on the Investor Relations section of the Company’s website. To access the live
 
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webcast, please log in 15 minutes prior to the start of the call to download and install any necessary audio software. An archived replay of the call will also be available on the website following the call. The call can also be accessed live by dialing (877) 201-0168 or, for international callers, (647) 788-4901. The passcode for the call is 1412684. A replay will be available shortly after the call and can be accessed by dialing (800) 585-8367 or (416) 621-4642. The passcode for the replay is 1412684. The replay of the call will be available through May 11, 2017.
About Fairmount Santrol
Fairmount Santrol is a leading provider of high-performance sand and sand-based product solutions used by oil and gas exploration and production companies to enhance the productivity of their wells. The Company also provides high-quality products, strong technical leadership and applications knowledge to end users in the foundry, building products, water filtration, glass, and sports and recreation markets. Its expansive logistics capabilities include a wide-ranging network of distribution terminals and railcars that allow the Company to effectively serve customers wherever they operate. As one of the nation’s longest continuously operating mining organizations, Fairmount Santrol has developed a strong commitment to all three pillars of sustainable development, People, Planet and Prosperity. Correspondingly, the Company’s motto and action orientation is: “Do Good. Do Well.” For more information, visit FairmountSantrol.com .
Forward-Looking Statements
Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent the Company’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Company’s control that could cause actual results to differ materially from the results discussed in the forward-looking statements. These factors include: changes in prevailing economic conditions, including continuing pressure on and fluctuations in demand for, and pricing of, our products; loss of, or reduction in business from the Company’s largest customers
 
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or their failure to pay the Company; possible adverse effects of being leveraged, including interest rate, event of default or refinancing risks, as well as potentially limiting the Company’s ability to invest in certain market opportunities; the level of cash flows generated to provide adequate liquidity; our ability to successfully develop and market new products, including Propel SSP ® and related products; our rights and ability to mine our property and our renewal or receipt of the required permits and approvals from government authorities and other third parties; our ability to implement and realize efficiencies from capacity expansion plans, facility reactivation and cost reduction initiatives within our time and budgetary parameters; increasing costs or a lack of dependability or availability of transportation services or infrastructure and geographic shifts in demand; changing legislative and regulatory initiatives relating to our business, including environmental, mining, health and safety, licensing, reclamation and other regulation relating to hydraulic fracturing (and changes in their enforcement and interpretation); silica-related health issues and corresponding litigation; seasonal and severe weather conditions; and other operating risks that are beyond our control.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Fairmount Santrol Holdings Inc.’s filings with the Securities and Exchange Commission (“SEC”). The risk factors and other factors noted in our filings with the SEC could cause our actual results to differ materially from those contained in any forward-looking statement.
Investor contacts:
Indrani Egleston
440-214-3219
Indrani.Egleston@fairmountsantrol.com
Matthew Schlarb
440-214-3284
Matthew.Schlarb@fairmountsantrol.com

Source: Fairmount Santrol
 
6

Fairmount Santrol
Condensed Consolidated Statements of Income (Loss)
(unaudited)

 	  	Three Months Ended March 31,	 	
 	  	2017	 	 	2016	 	
 	  	(in thousands, except per share
amounts)	 	
Revenues	  	$	172,583	 	 	$	145,458	 	
Cost of goods sold (excluding depreciation, depletion, and amortization shown separately)	  	 	131,752	 	 	 	118,464	 	
			
Operating expenses	  				 				
Selling, general and administrative expenses (A)	  	 	22,470	 	 	 	18,278	 	
Depreciation, depletion and amortization expense	  	 	19,442	 	 	 	18,586	 	
Asset impairments	  	 	—  	 	 	 	76	 	
Other operating expense (income)	  	 	(1,060	) 	 	 	330	 	
	  	 	 	 	 	 	 	 	
Loss from operations	  	 	(21	) 	 	 	(10,276	) 	
			
Interest expense, net	  	 	12,537	 	 	 	17,262	 	
Other non-operating expense (income)	  	 	—  	 	 	 	(5	) 	
	  	 	 	 	 	 	 	 	
Loss before benefit from income taxes	  	 	(12,558	) 	 	 	(27,533	) 	
			
Benefit from income taxes	  	 	(1,148	) 	 	 	(15,754	) 	
	  	 	 	 	 	 	 	 	
Net loss	  	 	(11,410	) 	 	 	(11,779	) 	
Less: Net income (loss) attributable to the non-controlling interest	  	 	178	 	 	 	(3	) 	
	  	 	 	 	 	 	 	 	
Net loss attributable to Fairmount Santrol Holdings Inc.	  	$	(11,588	) 	 	$	(11,776	) 	
	  	 	 	 	 	 	 	 	
Loss per share	  				 				
Basic	  	$	(0.05	) 	 	$	(0.07	) 	
Diluted	  	$	(0.05	) 	 	$	(0.07	) 	
			
Weighted average number of shares outstanding	  				 				
Basic	  	 	223,739	 	 	 	161,446	 	
Diluted	  	 	223,739	 	 	 	161,446	 	
(A) - Stock compensation expense of $2,416 for three months ended March 31, 2017 and $1,653 for three months ended March 31, 2016 are included within selling, general, and administrative expenses.
 
7

Fairmount Santrol
Condensed Consolidated Statements of Cash Flows
(unaudited)

 	  	Three Months Ended March 31,	 	
 	  	2017	 	 	2016	 	
 	  	(in thousands)	 	
Net loss	  	$	(11,410	) 	 	$	(11,779	) 	
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:	  				 				
Depreciation and depletion	  	 	17,530	 	 	 	17,451	 	
Amortization	  	 	3,130	 	 	 	2,827	 	
Reserve for doubtful accounts	  	 	(447	) 	 	 	1,878	 	
Asset impairments	  	 	—  	 	 	 	76	 	
Gain on sale of fixed assets	  	 	(714	) 	 	 	(112	) 	
Deferred income taxes and taxes payable	  	 	119	 	 	 	(16,139	) 	
Refundable income taxes	  	 	1,945	 	 	 	2,948	 	
Stock compensation expense	  	 	2,416	 	 	 	1,653	 	
Change in operating assets and liabilities:	  				 				
Accounts receivable	  	 	(15,956	) 	 	 	(9,608	) 	
Inventories	  	 	(9,038	) 	 	 	1,103	 	
Prepaid expenses and other assets	  	 	(1,078	) 	 	 	3,286	 	
Accounts payable	  	 	12,981	 	 	 	1,980	 	
Accrued expenses and deferred revenue	  	 	26,489	 	 	 	(4,150	) 	
	  	 	 	 	 	 	 	 	
Net cash provided by (used in) operating activities	  	 	25,967	 	 	 	(8,586	) 	
	  	 	 	 	 	 	 	 	
Cash flows from investing activities	  				 				
Proceeds from sale of fixed assets	  	 	957	 	 	 	588	 	
Capital expenditures and stripping costs	  	 	(7,025	) 	 	 	(13,744	) 	
Other investing activities	  	 	(758	) 	 	 	—  	 	
	  	 	 	 	 	 	 	 	
Net cash used in investing activities	  	 	(6,826	) 	 	 	(13,156	) 	
	  	 	 	 	 	 	 	 	
Cash flows from financing activities	  				 				
Payments on long-term debt	  	 	(2,170	) 	 	 	(3,128	) 	
Payments on capital leases and other long-term debt	  	 	(817	) 	 	 	(1,724	) 	
Proceeds from option exercises	  	 	486	 	 	 	101	 	
Tax effect of stock options exercised, forfeited, or expired	  	 	—  	 	 	 	(738	) 	
Transactions with non-controlling interest	  	 	(1	) 	 	 	(535	) 	
	  	 	 	 	 	 	 	 	
Net cash used in financing activities	  	 	(2,502	) 	 	 	(6,024	) 	
	  	 	 	 	 	 	 	 	
Change in cash and cash equivalents related to assets classified as held-for-sale	  	 	—  	 	 	 	34	 	
Foreign currency adjustment	  	 	(44	) 	 	 	118	 	
	  	 	 	 	 	 	 	 	
Increase (decrease) in cash and cash equivalents	  	 	16,595	 	 	 	(27,614	) 	
	  	 	 	 	 	 	 	 	
Cash and cash equivalents:	  				 				
Beginning of period	  	 	194,069	 	 	 	171,486	 	
	  	 	 	 	 	 	 	 	
End of period	  	$	210,664	 	 	$	143,872	 	

8

Fairmount Santrol
Condensed Consolidated Balance Sheets
(unaudited)

 	  	March 31, 2017	 	 	December 31, 2016	 	
 	  	(in thousands)	 	
Assets	  				 				
Current assets	  				 				
Cash and cash equivalents	  	$	210,664	 	 	$	194,069	 	
Accounts receivable, net	  	 	95,345	 	 	 	78,942	 	
Inventories, net	  	 	61,688	 	 	 	52,650	 	
Prepaid expenses and other assets	  	 	6,240	 	 	 	7,065	 	
Refundable income taxes	  	 	19,132	 	 	 	21,077	 	
	  	 	 	 	 	 	 	 	
Total current assets	  	 	393,069	 	 	 	353,803	 	
			
Property, plant and equipment, net	  	 	722,461	 	 	 	727,735	 	
Deferred income taxes	  	 	1,244	 	 	 	1,244	 	
Goodwill	  	 	15,301	 	 	 	15,301	 	
Intangibles, net	  	 	94,186	 	 	 	95,341	 	
Other assets	  	 	9,023	 	 	 	9,486	 	
	  	 	 	 	 	 	 	 	
Total assets	  	$	1,235,284	 	 	$	1,202,910	 	
	  	 	 	 	 	 	 	 	
Liabilities and Equity	  				 				
Current liabilities	  				 				
Current portion of long-term debt	  	$	11,617	 	 	$	10,707	 	
Accounts payable	  	 	51,545	 	 	 	37,263	 	
Accrued expenses and deferred revenue	  	 	45,435	 	 	 	26,185	 	
	  	 	 	 	 	 	 	 	
Total current liabilities	  	 	108,597	 	 	 	74,155	 	
			
Long-term debt	  	 	833,492	 	 	 	832,306	 	
Deferred income taxes	  	 	6,893	 	 	 	7,057	 	
Other long-term liabilities	  	 	43,105	 	 	 	38,272	 	
	  	 	 	 	 	 	 	 	
Total liabilities	  	 	992,087	 	 	 	951,790	 	
			
Equity	  				 				
Common stock	  	 	2,422	 	 	 	2,422	 	
Additional paid-in capital	  	 	297,190	 	 	 	297,649	 	
Retained earnings	  	 	252,831	 	 	 	264,852	 	
Accumulated other comprehensive loss	  	 	(18,683	) 	 	 	(19,002	) 	
Treasury stock at cost	  	 	(290,813	) 	 	 	(294,874	) 	
Non-controlling interest	  	 	250	 	 	 	73	 	
	  	 	 	 	 	 	 	 	
Total equity	  	 	243,197	 	 	 	251,120	 	
	  	 	 	 	 	 	 	 	
Total liabilities and equity	  	$	1,235,284	 	 	$	1,202,910	 	

9

Fairmount Santrol
Segment Reports
(unaudited)

 	  	Three Months Ended March 31,	 	  	Three Months Ended
December 31,	 	
 	  	2017	 	  	2016	 	  	2016	 	
 	  	(in thousands, except volume amounts)	 	  	(in thousands, except
volume amounts)	 	
Volume (tons)	  				  				  				
Proppant Solutions	  				  				  				
Raw sand	  	 	1,920,833	 	  	 	1,413,248	 	  	 	1,743,318	 	
Coated proppant	  	 	161,498	 	  	 	112,704	 	  	 	101,429	 	
	  	 	 	 	  	 	 	 	  	 	 	 	
Total Proppant Solutions	  	 	2,082,331	 	  	 	1,525,952	 	  	 	1,844,747	 	
Industrial & Recreational Products	  	 	595,378	 	  	 	587,178	 	  	 	586,898	 	
	  	 	 	 	  	 	 	 	  	 	 	 	
Total volumes	  	 	2,677,709	 	  	 	2,113,130	 	  	 	2,431,645	 	
	  	 	 	 	  	 	 	 	  	 	 	 	
Revenues	  				  				  				
Proppant Solutions	  	$	140,993	 	  	$	117,463	 	  	$	113,439	 	
Industrial & Recreational Products	  	 	31,590	 	  	 	27,995	 	  	 	27,092	 	
	  	 	 	 	  	 	 	 	  	 	 	 	
Total revenues	  	 	172,583	 	  	 	145,458	 	  	 	140,531	 	
Segment gross profit	  				  				  				
Proppant Solutions	  	 	27,346	 	  	 	16,592	 	  	 	17,082	 	
Industrial & Recreational Products	  	 	13,485	 	  	 	10,402	 	  	 	11,201	 	
	  	 	 	 	  	 	 	 	  	 	 	 	
Total segment gross profit	  	 	40,831	 	  	 	26,994	 	  	 	28,283	 	
 
10

Fairmount Santrol
Non-GAAP Financial Measures
(unaudited)

 	  	Three Months Ended March 31,	 	 	Three Months
Ended December 31,	 	
 	  	2017	 	 	2016	 	 	2016	 	
 	  	(in thousands)	 	 	(in thousands)	 	
Reconciliation of Adjusted EBITDA	  				 				 				
Net loss attributable to Fairmount Santrol Holdings Inc.	  	$	(11,588	) 	 	$	(11,776	) 	 	$	(19,905	) 	
Interest expense, net	  	 	12,537	 	 	 	17,262	 	 	 	15,324	 	
Provision (benefit) for income taxes	  	 	(1,148	) 	 	 	(15,754	) 	 	 	(655	) 	
Depreciation, depletion, and amortization expense	  	 	19,442	 	 	 	18,586	 	 	 	17,875	 	
	  	 	 	 	 	 	 	 	 	 	 	 	
EBITDA	  	 	19,243	 	 	 	8,318	 	 	 	12,639	 	
				
Non-cash stock compensation expense (1)	  	 	2,416	 	 	 	1,653	 	 	 	1,504	 	
Asset impairments (2)	  	 	—  	 	 	 	76	 	 	 	2,494	 	
Write-off of deferred financing costs (3)	  	 	—  	 	 	 	—  	 	 	 	2,618	 	
Gain on repurchase of debt (4)	  	 	—  	 	 	 	—  	 	 	 	(8,178	) 	
Transaction expenses (5)	  	 	—  	 	 	 	—  	 	 	 	450	 	
Other charges (6)	  	 	—  	 	 	 	—  	 	 	 	180	 	
	  	 	 	 	 	 	 	 	 	 	 	 	
Adjusted EBITDA	  	$	21,659	 	 	$	10,047	 	 	$	11,707	 	

 

(1)	Represents the non-cash expense for stock-based awards issued to our employees and outside directors.	
(2)	Non-cash charges associated with the impairment of mineral reserves, other long-lived assets, and an international production facility.	
(3)	Represents the write-off of deferred financing fees in relation to term loan repurchases.	
(4)	Gain related to the discount on term loan repurchases.	
(5)	Expenses associated with term loan repurchases.	
(6)	Loss on the curtailment of a pension plan.	
 
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