Atlas Sand gets $280 million of term facilities from Stonebriar

By William Gullotti

Buffalo, N.Y., Aug. 1 – Atlas Sand Operating, LLC, via wholly owned subsidiary Atlas Sand Co., LLC, closed on term facilities totaling $280 million on July 31 with Stonebriar Commercial Finance LLC as administrative agent in connection with a master reorganization agreement that was dated the same day, according to an 8-K filing with the Securities and Exchange Commission.

The facilities include a $180 million single advance term loan, provided by the administrative agent and $100 million of delayed-draw term loans.

The initial advance is payable in 84 consecutive monthly installments, maturing Aug. 1, 2030, and bears fixed interest at 9.5%.

Each delayed-draw term loan will likewise be payable in equal monthly installments, with the monthly installments comprising 80% of the delayed-draw term loan and a final payment of the remaining 20% of the outstanding principal balance due at maturity, unless earlier prepaid. The delayed-draw term loans will bear interest at a rate equal to term SOFR plus 595 basis points.

All monthly installments payable under each term loan agreement on or prior to Jan. 1, 2025 will be interest only.

At any time prior to maturity, Atlas may prepay any outstanding loan, in whole or in part, at a price equal to 100% of the principal amount being prepaid plus a prepayment fee.

The fee is 8% of the prepayment amount for any prepayment that occurs on or prior to Dec. 31, 2024, stepping down to 4% of the prepayment amount for any prepayment occurring after Dec. 31, 2024 but on or prior to Dec. 31, 2025, to 3% for any prepayment that occurs after Dec. 31, 2025 but on or prior to Dec. 31, 2026 and to 2% of for any prepayment that occurs thereafter.

Dividends and distributions to equity holders are permitted to be made, subject to certain conditions, including those requiring that (a) no event of default has occurred and is continuing and (b) Atlas maintains at least $30 million of liquidity pro forma for the restricted payment.

Atlas is further subject to a maximum leverage ratio of 4.0 to 1.0, tested on the last day of each fiscal quarter.

Proceeds from the new facility were used to repay outstanding debt under Atlas’s previous term loan credit facility with Stonebriar, signed in 2021. Proceeds were also used to repay obligations outstanding under certain equipment lease arrangements with Stonebriar and for general corporate purposes.

Atlas Sand is a Delaware-incorporated frac sand reserve holder based in Austin, Tex.

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