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Christopher Nagel, Chief Financial Officer Barclays High Yield Bond and Syndicated Loan Conference June 11, 2015

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Page 1: New Barclays High Yield Bond and Syndicated Loan Conferences2.q4cdn.com/301159931/files/doc_financials/2014/FMSA... · 2015. 6. 11. · 11 sand processing facilities (10 active) with

Christopher Nagel, Chief Financial Officer

Barclays High Yield Bond and Syndicated

Loan Conference

June 11, 2015

Page 2: New Barclays High Yield Bond and Syndicated Loan Conferences2.q4cdn.com/301159931/files/doc_financials/2014/FMSA... · 2015. 6. 11. · 11 sand processing facilities (10 active) with

Forward-Looking Statements and Non-GAAP Financial Measures

This presentation contains forward-looking statements. These statements can be identified by the use of forward-looking terminology including “will,” “may,”

“believe,” “expect,” “anticipate,” “estimate,” “continue,” or other similar words. These statements discuss future expectations including company growth

expectations, demand for our products, capacity expansion plans, market trends, commercial product launches and research and development plans and may

contain projections of financial condition or of results of operations, or state other “forward-looking” information. These forward-looking statements involve risks

and uncertainties. Many of these risks are beyond management’s control. When considering these forward-looking statements, you should keep in mind the risk

factors, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and other cautionary statements in the company’s SEC

filings. Forward-looking statements are not guarantees of future performance or an assurance that our current assumptions or projections are valid. Our actual

results and plans could differ materially from those expressed in any forward-looking statements. We undertake no obligation to publicly update any forward-

looking statements, whether as a result of new information or future events, except as required by law.

This presentation includes certain non-GAAP financial measures, including EBITDA, Adjusted EBITDA and Adjusted EPS, and Adjusted Diluted EPS. These

non-GAAP financial measures are used as supplemental financial measures by our management to evaluate our operating performance and compare the results

of our operations from period to period without regard to the impact of our financing methods, capital structure or non-operating income and expenses. Adjusted

EBITDA is also used by our lenders to evaluate our compliance with covenants. We believe that these measures are meaningful to our investors to enhance their

understanding of our financial performance. These measures should be considered supplemental to and not a substitute for financial information prepared in

accordance with GAAP and may differ from similarly titled measures used by other companies. For a reconciliation of such measures to the most directly

comparable GAAP term, please see the slides 24, 25, 26 and 27 of this presentation.

1

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Two Complementary Business Segments

Oil & Gas – Proppant Solutions Product Lines Include:

Northern White Frac Sand

Texas Gold Frac Sand (mined in Voca, TX)

Resin-Coated Frac Sand

Self-Suspending Proppant Technology, Propel SSPTM

2

Industrial & Recreational End Markets Include:

Foundry

Glass

Building Products

Sports and Recreation

Specialty Products

Water

Product Lines Include:

• High-Purity Silica Sand

• Custom-Blended Materials

• Resin-Coated Sand

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Industry-leading integrated logistics network – with 42 terminals serving the oil and gas market

Unit train capabilities – 3 origins, 3 destinations

State-of-the-art R&D facilities

Phenolic resin manufacturing facility

Proprietary product and process technologies

More than 800 million tons of proven mineral reserves

11 sand processing facilities (10 active) with 12.4 million tons of annual sand processing capacity

10 coating facilities (8 active) with 2.2 million tons of annual coating capacity

Broad/innovative product suite including Northern White sand, Texas Gold sand and variety of resin-coated sand offerings

Addresses over 95% of proppant market

Leading Solutions Provider - Differentiated in Every Area of the Value Chain

OPERATIONAL

SCALE

PRODUCT PORTFOLIO

TECHNOLOGY AND

INNOVATION

COMMITMENT TO

PEOPLE, PLANET &

PROSPERITY

DISTRIBUTION

3

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We Are Built on a Foundation of Sustainable Development

4

_____________________

Source: Company website and corporate filings

4th enterprise-wide

Appreciative Inquiry Summit

with > 500 participants

Contributed ~ 20,000 hours

of volunteer time in 2014

EmpowerU: 700 participants

PEOPLE

19 Zero Waste Facilities

Reduced 90% of waste

sent to landfills since 2009

Received award from

Wisconsin Partners for

Clean Air in May 2015

PLANET

Prosperity for external

stakeholders

SD Pays of $5.3M

$3.9M invested back

into communities in

2014

PROSPERITY

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The Industry’s Largest Operations and Distribution Footprint

5

Comprehensive Logistics Platform and Vertically Integrated Operations with Access to Every Major U.S. Oil & Gas Basin

Coating Operations (10) (8 active)

Mining & Processing (11) (10 active)

Research & Development (2)

Resin Manufacturing (1)

Specialty Products (4)

Basin

Play

Oil & Gas Terminals (42)

Unit Train Destination (3)

Manufacturing Footprint

Logistics Network

International Operations

Industrial & Recreational

Terminals (10)

2 Terminals in the same city

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Leading Capacity Positions in the Largest Proppant Categories

6

#2 POSITION IN RAW FRAC SAND CAPACITY

___________________________

Source: Peers – PropTester 2014 Proppant Market Report published February 23, 2015; FMSA – internal company data

2014 CAPACITY (MM TONS) 2014 CAPACITY (MM TONS)

#1 POSITION IN RESIN-COATED SAND CAPACITY

Peers

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FAIRMOUNT SANTROL PROPPANTS VS. CLOSURE PRESSURE (1)

_____________________

C = curable product; P = pre-cured

1. Pressure performance data are specific to 20/40 mesh. TLC, THS and PowerProp provide a degree of proppant flowback resistance. SLC, SDC, OptiProp specifically

address proppant flowback prevention.

Recommended range for each product based on optimal crush, conductivity, and price tradeoffs.

API-Spec Northern White Frac Sand

Texas Gold API-Spec Frac Sand

Raw Sand Resin-Coated Sand Resin-Coated Ceramic

ADDED VALUE

Eliminate

Flowback?

Reduce

Fines? Embedment?

Suite of Product Solutions for Well Environment Complexity

7

TLCP

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PATENTED

TECHNOLOGIES

Pioneered development of resin coating in 1976

Proprietary new products involve patented IP, especially at

high end of the market

History of innovation

Unique Position in Coated Products with Barriers to Entry

8

TECHNICAL

RELATIONSHIPS

CAPTIVE RESIN

SUPPLY AND

NEW

DEVELOPMENT

RAW FRAC

SAND SUPPLY

Process to gain customer acceptance is lengthy and

technical, but critical

Market to E&Ps to pull through demand

Resin manufacturing allows FMSA to create and protect

unique formulations

Fully integrated captive sand source

– Secures supply

– Reduces cost

Resin-Coating

Capacity (1)

___________________________

1. Competitor capacity (in million tons) based on PropTester 2014 Proppant Market Report published February 23, 2015

Captive

Sand Source

Captive Resin

Manufacturing

INTEGRATED

DISTRIBUTION

NETWORK

Pee

rs

98% of resin-coated product is sold through in-basin

terminals

2.2

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Continued Innovation and Launch of Game-Changing Technologies

We develop solutions that reduce customers’ cost per Barrel of Oil Equivalent (BOE)

9

CoolSet®

Commercially Launched in

Q3 2014

Curable resin-coated proppant

Prevents proppant flowback at reservoir

temperature of 100° without activator

Momentum continues to build with increased

sales, particularly in the Permian basin, for the

past seven consecutive months. In April alone,

for example, we sold 12,000 tons.

Increases surface area of and fully fills the fracture

More than 600 stages pumped in 30 successful field

trials in 12 plays with 12 operators

Operators have achieved production gains in a trial well

that exceed 50% within two months, as compared to

direct off-set wells with conventional fluid systems using

raw sand.

Will present a paper at the Unconventional Resources

Technology Conference (URTeC) in July (San Antonio,

Texas) in collaboration with Stim-Lab, documenting

performance results

Propel SSPTM

(Self-Suspending Proppant) Continued Successful Field Trials

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-60%

-50%

-40%

-30%

-20%

-10%

0%

10%

Rig Count

Proppant Market

Market Conditions: Rig Count Declines and Potential Proppant Demand

10 10

ACTIVE LAND RIGS – Average number of land rigs per quarter

1Q15 1Q14 4Q14 2Q14 TPH 3Q14 5/29/15 Spears Morgan

Stanley RBC

2015 forecasts for average rigs

1,039

@ 1,000-Rig

Decline

(~50%)

Proppant Decline

(~20% - 25%) Rig count tracked by

Baker Hughes

RIG VS. PROPPANT DECLINE

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Acceleration of Horizontal Proppant Demand Continues and Is Expected to

Offset Some of the Impact of Rig Declines

Wells per Rig

Lateral Length

Stages per Foot

Proppant per Stage

Proppant

Demand

11

Robust Proppant Demand Driven by Multiplier Effect

Proppant Per Well (000 Tons)

___________________________

Source: Internal estimates and order flow analysis

Eagle Ford: Illustrative of both liquids rich and dry gas portion

Permian: Illustrative of Wolfcamp C & D, and Cline Shale

Marcellus: Illustrative of both dry gas in PA and liquids rich portion in WV

PacWest Consulting Partners (wells drilled and proppant per well) The Freedonia Group (total proppant demand)

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Implications for Current Proppant Market

Proppant demand down 20% to 25% from 2014 to 2015 at current rig counts

Market demand now lower than market supply for high-quality proppant, exerting

downward pressure on pricing

– Planned capacity expansions being placed on hold in this environment – including

our Wedron facility expansion

Downward pricing pressure started early in Q1 on FOB plant volumes, which reflects:

– Share gains by large Oil Field Service companies with their own logistics network

– Highly competitive market for proppant suppliers that do not have their own delivery

infrastructure

Operators are focused on near-term costs

– May see near-term trade away from higher-cost ceramics and resin-coated sand

toward raw sand 12

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Current Market Environment: Reducing Customer Costs per BOE

13

FMSA Well-Positioned to

Reduce Customer Costs

per Barrel of Oil Equivalent (BOE)

and Gain Share

Premium API Spec Sand

Technology Portfolio

Operating Scale to Enable

Vendor Consolidation

Expansive Operations & Logistics Network

Strong Customer

Partnerships

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100% of FMSA Sand Meets API and Customer Specifications

14

CAPACITY BY TIER (1)

Per

cent

of C

apac

ity

Source: Peers – PropTester 2014 Proppant Market Report published February 23, 2015

(1) The PropTester 2014 Proppant Market Report published February 23, 2015 combined Tier 2 and 3 capacity. FMSA applied its own factor to segregate Tiers 2 and 3

based on its industry expertise and anecdotal evidence.

KEY FRAC SAND - API REQUIREMENTS

Tier 1 and Tier 2 sand fall within API and

customer specifications for:

Crush

Roundness

Sphericity

Acid Solubility

Purity

Size Distribution

Turbidity

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Expansive Distribution Network Lowers Proppant Cost for our Customers

15

FMSA Terminal

Active Drilling Rigs

Rail, Unit Train,

Barge

Optimized Cost In-Basin

14 Origins 42+

Terminals

Lower Cost per BOE Reduced

Last-Mile Trucking

Costs

42+ Terminals

FMSA Mining & Processing

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Curable Resin-Coated Sand Increases Total Recovery

Increases NPV by

– Reducing operating costs of flowback

– Adding strength = enhanced EUR

Total recovery greater

16

*Study was performed on vertical wells with single-stage fracs

A 23-well study proves proppant flowback prevention increases value by $115,000

per frac stage* in addition to delivering increased production from higher conductivity

compared to raw frac sand.

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Propel SSPTM Lowers Production Cost per Barrel of Oil Equivalent (BOE)

17

Lower Cost per BOE

Increased Contact Area

and Conductivity

Higher IP & EUR

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Long and Sustained Partnership with Our Customers

18

STRONG, DIVERSE AND BALANCED CUSTOMER BASE LONG-TERM CUSTOMER PARTNERSHIPS

Serving the major Oil Field Service companies since the

late 1970s through multiple industry cycles

Differentiated ability to partner with our customers as their needs change over time

– Ability to fulfill “just-in-time” requirements

– Adjust to shifting products and geographies

Long-term collaboration with both OFSs and E&Ps on their

total proppant-related needs, including product

development

Selected Direct Customers

Selected Shared Ultimate Customers

Collaborative approach to working with our customers:

Contract structures designed to foster partnerships and withstand market cyclicality

Market based contract pricing allowed us to move quickly in response to our customer’s needs

Our approach to contract pricing and volumes reflects our view that our customers must remain competitive

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Proactively Reducing Costs in a Challenging Market

Consolidating operations into the most cost-efficient footprint :

• Sand facilities: closed our higher-cost sand facility in Readfield, WI, and idled our sand

facility in Brewer, MO

• Coating facilities: closed our coating facility in Bridgman, MI, idled our facility in Voca, TX,

and scaled back operations at our coating facilities in Fresno, TX and Monterey, Mexico

• Logistics: discontinued activity at five transloading terminals to better align our logistics

network with customer demand and deferred new rail car deliveries

Reduced overall headcount by 14%

• Expected ongoing annual savings of ~$15 million

Planning to reduce 2015 SG&A by approximately 10% compared to plan

Working with long-term vendors to secure relief on costs

Continuing to evaluate additional cost reductions as market conditions dictate

19

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Proactively Managing Cash Flows in a Challenging Market

Reducing capital expenditures

• Suspended 3.0 million ton capacity expansion at Wedron until we

obtain increased visibility on additional volumes

• Capital expenditures now expected to be $90-$115 million in 2015

Managing working capital

• Reducing inventory to align with anticipated demand

– Reduced inventory by $15.9 million in Q1 2015

• DSO on accounts receivable remains stable

20

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Strong Financial Performance

21

IN THOUSANDS, EXCEPT PER SHARE DATA 1Q15 4Q14

Proppant Volume (tons) 1,777 1,891

Raw Sand 1,486 1,515

Coated Proppant 291 376

Industrial & Rec Volume (tons) 531 594

Total Volumes 2,308 2,485

Revenue $301.5 $353.8

EBITDA $72.9 $87.9

Adj. EBITDA $75.1 $100.4

Diluted EPS $0.18 $0.23

Adj. Diluted EPS $0.19 $0.24

Capital Expenditure $31.9 $55.7

FINANCIAL RESULTS

FY2013

5,117

4,088

1,029

2,461

7,578

$988.4

$248.9

$292.6

$0.63

$0.75

$111.5

FY2014

7,188

5,716

1,475

2,426

9,614

$1,356.5

$368.1

$397.3

$1.02

$1.07

$143.5

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Strong Cash Flow Supports Current Capital Structure

22

Committed to a strong and stable

capitalization profile – Cash flow generation exceeds capital

expenditures and debt service

– Maintenance Cap Ex $25MM to

$30MM per year

– As of mid-May 2015, our cash balance

was $155MM and our revolver remains

undrawn

– Successfully extended $161.5MM of the

B-1 term loan to coincide with B-2 term

loan maturity

Pro forma 1Q15 FY2014

Cash and Cash Equivalents $118.4 $118.4 $76.9

Debt (net of original issue discount)

Revolving Credit Facility $1.1 $1.1 $1.1

Term Loan B-1 (due March 2017) $157.7 $319.2 319.9

Extended Term Loan B-1 (due Sept 2019) $161.5

Term Loan B-2 (due Sept 2019) $908.8 $908.8 $910.9

Other Debt, Including Capital Leases $21.7 $21.7 $20.7

Total Long-Term Debt, Including Current Portions $1,250.8 $1,250.8 $1,252.6

Net Debt $1,132.4 $1,132.4 $1,175.7

LTM Adjusted EBITDA $390.3 $397.3

Debt / LTM Adjusted EBITDA 3.20x 3.15x

Net Debt / LTM Adjusted EBITDA 2.90x 2.96x

Liquidity

Cash $118.4 $76.9

Revolver Capacity $113.5 $113.5

Total Liquidity $231.9 $190.4

$ M M , U N L E S S O T H E R W I S E N O T E D

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Near-Term Fairmount Santrol Strategic Initiatives

Reduce costs and maximize our efficiencies and effectiveness in our raw and value-

added coated products supply chain

Continue to invest in customer relationships and be the most cost-effective solutions

provider

Remain committed to innovation and fully commercialize new product technologies

– Propel SSPTM, CoolSet® and other new products in 2015 as appropriate

Maintain focus on liquidity and balance sheet

– Reduce net debt position and improve liquidity position by managing working capital and capital

expenditures while investing prudently to be in a strong position for recovery

We remain very confident in the long-term fundamentals of our markets and our business

model, and we believe we are in a strong position to prosper as the market strengthens

23

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Reconciliation of Non-GAAP Financial Measures

24

(unaudited) Three Months Ended March 31

2015 2014

(in thousands)

Reconciliation of adjusted EBITDA

Net income attributable to FMSA Holdings Inc. $ 30,759 $ 34,541

Interest expense, net 15,308 17,906

Provision for income taxes 10,617 14,265

Depreciation, depletion, and amortization expense 16,223 12,938

EBITDA 72,907 79,650

Non-cash stock compensation expense(1) 1,883 2,094

Management fees & expenses paid to sponsor(2) -- 291

Transaction expenses(3) -- 99

Severance payments 324 --

Adjusted EBITDA $ 75,114 $ 82,134

__________

(1) Represents stock-based awards issued to our employees.

(2) Includes fees and expenses paid to American Securities for consulting and management services pursuant to a management consulting agreement. The

agreement was terminated upon the Initial Public Offering in October 2014.

(3) Represents expenses associated with evaluation of potential acquisitions of businesses, some of which were completed.

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Reconciliation of Non-GAAP Financial Measures

25

Reconciliation of adjusted earnings

Net income attributable to FMSA Holdings Inc. $ 30,759 $ 34,541

After-tax effect of adjustments noted above* 194 234

Adjusted Net income attributable to FMSA Holdings Inc. $ 30,953 $ 34,775

*Excludes non-cash stock compensation expense and uses a marginal tax rate of 40%

Earnings per share

Basic $ 0.19 $ 0.22

Diluted $ 0.18 $ 0.21

Adjusted earnings per share

Basic $ 0.19 $ 0.22

Diluted $ 0.19 $ 0.21

(unaudited) Three Months Ended March 31

2015 2014

(in thousands, except per share amounts)

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Reconciliation of Non-GAAP Financial Measures

26

Quarter 4

2014 2014 2013

Reconciliation of adjusted EBITDA

Net income attributable to FMSA Holdings Inc. 37,913$ 170,450$ 103,961$

Interest expense, net 9,797 60,842 61,926

Provision for income taxes 23,565 77,413 45,219

Depreciation, depletion, and amortization expense 16,587 59,379 37,771

EBITDA 87,862 368,084 248,877

Non-cash stock compensation expense(1)

7,897 16,571 10,133

Management fees & expenses paid to sponsor(2)

38 864 2,928

Loss on extinguishment of debt(3)

- - 11,760

Loss on disposal of assets(4)

- 1,921 6,424

Transaction expenses(5)

- 638 12,462

Initial Public Offering fees & expenses 4,575 9,213 -

Adjusted EBITDA 100,372$ 397,291$ 292,584$

__________

(5) Expenses associated with evaluation of potential acquisitions of businesses, some of which were completed.

(4) Includes the loss related to the sale and disposal of certain assets, including property, plant and equipment,

discontinued inventory and an investment in foreign operations.

(in thousands, except

per share amounts)

(in thousands, except per share

amounts)

Year Ended December 31,

(3) Represents write-off of a portion of the remaining unamortized deferred financing fees upon entering into a new

credit facility.

(1) Represents stock-based awards issued to our employees, including one-time adjustment in Q3 2014 for

modification to certain outstanding options.

(2) Includes fees and expenses paid to American Securities for consulting and management services pursuant to a

management consulting agreement. The agreement was terminated upon the Initial Public Offering in October 2014.

(unaudited)

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Reconciliation of Non-GAAP Financial Measures

27

(unaudited)

Reconciliation of adjusted earnings

Net income attributable to FMSA Holdings Inc. $ 37,913 $ 170,450 $ 103,961

After-tax effect of adjustments noted above* $ 2,768 $ 7,582 $ 20,144

Net income attributable to FMSA Holdings Inc. $ 40,681 $ 178,032 $ 124,105

*Excludes non-cash stock compensation expense

and uses a marginal tax rate of 40%

Earnings per share

Basic $ 0.24 $ 1.08 $ 0.67

Diluted $ 0.23 $ 1.03 $ 0.63

Adjusted earnings per share

Basic $ 0.25 $ 1.13 $ 0.80

Diluted $ 0.24 $ 1.07 $ 0.75

Quarter 4

2014 2014 2013

(in thousands, except

per share amounts)

(in thousands, except per share

amounts)

Year Ended December 31,