Smart Sand, Inc. Prices Initial Public Offering of Common Stock

THE WOODLANDS, Texas, Nov. 04, 2016 -- Smart Sand, Inc. (NASDAQ:SND) (the “Company”) announced today that it has priced the initial public offering of 11,700,000 shares of its common stock at $11.00 per share, all of which are to be sold by the Company. The shares are expected to begin trading on the NASDAQ Global Select Market on November 4, 2016 under the ticker symbol “SND.”  In addition, the Company and the selling stockholders named in the registration statement on Form S-1 filed previously with the U.S. Securities and Exchange Commission ("SEC") have granted the underwriters a 30-day option to purchase from the Company and the selling stockholders up to an aggregate additional 1,755,000 shares of the Company’s common stock at the initial public offering price.  The offering is expected to close on November 9, 2016, subject to customary closing conditions.

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 pursuant to the underwriters' option to purchase additional shares.

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 of these securities is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, copies of which may be obtained from:

Important Information

A registration statement relating to these securities has been filed with, and declared effective by, the SEC. 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, you may obtain a copy of the prospectus free of charge by visiting the SEC’s website, www.sec.gov, and searching 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) 231-2660
E-mail: [email protected]

Phil Cerniglia
Phone: (281) 231-2660
E-mail: [email protected]