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MarketScreener Homepage  >  Equities  >  OTC Bulletin Board - Other OTC  >  Hi-Crush Inc.    HCRSQ

HI-CRUSH INC.

(HCRSQ)
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HI-CRUSH INC. : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

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07/17/2020 | 06:02am EDT

Item 1.01 Entry into Material Definitive Agreement.

As previously disclosed, on July 12, 2020, Hi-Crush Inc. (the "Company" or "we") and each of its direct and indirect wholly-owned domestic subsidiaries (collectively with the Company, the "Debtors") commenced voluntary cases under Chapter 11 (the "Chapter 11 Cases") of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court"). In connection with the Chapter 11 Cases, the Debtors filed a motion for approval of two debtor-in-possession financing facilities, and on July 13, 2020, the Bankruptcy Court approved such motion and entered into an order approving the financings (the "DIP Order").

In accordance with the DIP Order, on July 14, 2020, the Company, as borrower, and the other Debtors, as guarantors, entered into (i) a $25 million Senior Secured Debtor-in-Possession Credit Agreement (the "DIP ABL Facility") with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, and (ii) a $40 million Senior Secured Debtor-in-Possession Term Loan Credit Agreement (the "DIP Term Loan Facility", and together with the DIP ABL Facility, the "DIP Facilities") with Cantor Fitzgerald Securities, as administrative agent, and the lenders party thereto.

The terms of the DIP Facilities were previously disclosed in Item 1.01 of the Company's Current Report on Form 8-K filed on July 13, 2020, which description is incorporated by reference into this Item 1.01 of this Current Report on Form 8-K.

The foregoing description of the DIP Facilities does not purport to be complete and is qualified in its entirety by reference to the full text of the DIP Facilities, copies of which are attached as Exhibit 10.1 and Exhibit 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an

Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K and under the heading "DIP Facilities" in Item 1.01 of the Company's Current Report on Form 8-K filed on July 13, 2020 is incorporated herein by reference. This description does not purport to be complete and is qualified in its entirety by reference to the full text of the DIP Credit Facilities, copies of which are attached as Exhibit 10.1 and Exhibit 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits


(d) Exhibits

 Exhibit
 Number                                  Exhibit Description

   10.1            *Senior Secured Debtor-In-Possession Credit Agreement, dated as of
                 July 14, 2020, by and among Hi-Crush Inc., as borrower, JPMorgan
                 Chase Bank, N.A., as administrative agent, Zions Bancorporation,
                 N.A. DBA Amegy Bank, as an issuing lender, and the lenders party
                 thereto.

   10.2            *Senior Secured Debtor-In-Possession Term Loan Credit Agreement,
                 dated as of July 14, 2020, by and among Hi-Crush Inc., as borrower,
                 Cantor Fitzgerald Securities, as administrative agent, and the
                 lenders party thereto.

   104           Cover Page Interactive Data File (embedded within the Inline XBRL
                 document).

* In accordance with Item 601(a)(5) of Regulation S-K, certain schedules or

similar attachments to this exhibit have been omitted from this filing.



                                       2

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© Edgar Online, source Glimpses


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