8-K - Pro Forma D&I and HCLP - FY13


 
 
 
 
 

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): April 8, 2014
  _______________________________
Hi-Crush Partners LP
(Exact name of registrant as specified in its charter)
   _______________________________
 
Delaware
(State or other jurisdiction of incorporation)
 
 
 
 
001-35630
 
90-0840530
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
Three Riverway
Suite 1550
Houston, Texas
 
77056
(Address of principal executive offices)
 
(Zip Code)
(713) 960-4777
(Registrant’s telephone number, including area code)
(Not Applicable)
(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 obligations of the registrant under any of the following (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))
 
 
 
 
 
 
 







Item 8.01. Other Events
On June 13, 2013, Hi-Crush Partners LP (the “Partnership”) filed with the Securities and Exchange Commission a Current Report on Form 8-K disclosing that the Partnership had completed its previously announced acquisition of all of the outstanding equity interests in D & I Silica, LLC (“D&I”). On August 14, 2013, the Partnership filed a Current Report on Form 8-K/A to provide the audited financial statements of D&I and the pro forma financial information giving effect to the acquisition of D&I required by Items 9.01(a) and 9.01(b) of Form 8-K. On October 1, 2013, the Partnership filed a Current Report on Form 8-K to provide an updated unaudited pro forma combined condensed statement of operations of the Partnership for the six months ended June 30, 2013 and the year ended December 31, 2012.
The Partnership is filing this Current Report on Form 8-K to provide an updated unaudited pro forma condensed combined statement of operations of the Partnership for the year ended December 31, 2013.
Item 9.01. Financial Statements and Exhibits
(b) Pro Forma Financial Information.
The following pro forma financial information is being filed with this report as Exhibit 99.1:
•
Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 2013;
•
Notes to Unaudited Pro Forma Condensed Combined Statement of Operations.
(d) Exhibits.

Exhibit Number
  
Exhibit Description
 
 
99.1
  
Unaudited pro forma condensed combined statement of operations for the year ended December 31, 2013 and related notes.





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.
 
 
 
 
 
Hi-Crush Partners LP
 
 
 
 
 
 
 
 
 
 
 
By:
 
Hi-Crush GP LLC, its general partner
 
 
 
 
 
 
 
Date: April 8, 2014
 
 
 
By:
 
/s/ Laura C. Fulton
 
 
 
 
 
 
Laura C. Fulton
 
 
 
 
 
 
Chief Financial Officer





INDEX TO EXHIBITS
 
Exhibit Number
  
Exhibit Description
 
 
 
99.1
  
Unaudited pro forma condensed combined statement of operations for the year ended December 31, 2013 and related notes.