The document discusses trends in the frac sand industry, including: 1) Increased drilling activity in the Permian Basin is driving demand for frac sand. Producers are using improved completion techniques requiring more sand per well. 2) While proppant demand has declined since 2014, the Permian Basin remains very active due to its favorable economics. Regional "brown" and "hickory" sands are becoming more accepted due to their lower cost and proximity to production areas. 3) Major sand deposits are located between key U.S. shale plays, and transportation infrastructure is developing to move sand regionally rather than relying on imports from the north. No shortages are foreseen in key Texas sand

1. The Frac Sand Industry New Normal
Supply Chain Challenges and Opportunities
Joel Schneyer – Managing Director
Headwaters MB
Taylor Robinson – President
PLG Consulting

2. Agenda for DiscussionAgenda For Discussion
I. Frac Sand Industry Drivers
What is behind movement in the market?
- Oil Prices: The Reign of Tight Oil & Gas
- Intensity: Oilfield Sand Demand
- Resource Acceptance: Quality vs. Proximity
- Logistics: Location, Location, Location
II. Market Expectations for Frac Sand Businesses
How is competition changing?
- Margins: The End to Growth at Any Cost
- Moats: Regionalized Value, Distance Matters
III. Implications
Where will the money go, and when will the party end?
- Volume growth in sand demanded even at $50 oil
- Quality/size no longer a selling point
- Regionalization will intensify
I
II
III
Page | 2

3. I. Frac Sand Industry Drivers

4. Tight Oil Is Here To Stay: US Competitive At New Breakeven* Price
Page | 4
Notes: * Price required to achieve 10% Direct ATROR
Source: Adapted from EOG Presentation at Bank of America Merrill Lynch Global Energy Conference November 2016
Continued adoption of technology and
streamlining the manufacturing process

5. Drilling Activity Is On The Upswing, Focused In Sweet Spots
Page | 5
0
500
1,000
1,500
2,000
2,500
TotalNumberofRigs
Weekly Rig Count by Basin
Source: Baker Hughes, North America Rotary Rig Count Current Week Data, as of May 12, 2017
0%
20%
40%
60%
80%
100%
ProportionofRigsinUse
Others Fayetteville Granite Wash Haynesville Mississippian
Barnett Utica Cana Woodford Arkoma Woodford Ardmore Woodford
DJ-Niobrara Eagle Ford Marcellus Permian Williston
OPEC initiated crude
price increase has re-
energized rig count
and drilling &
completions
 Producers utilizing
improved completion
techniques and cost
structures from
downturn
 DUC inventory still
available for quick
production bursts if oil
price surges
Permian is the place to
be due to:
 Significantly more
reserves
 Six layers of shale
 Thicker shale layers
 Higher productivity via
pad drilling
 Great infrastructure
already in place, with
more coming
Permian
Eagle Ford

6. Horizontal Wells in Southern Plays Are Driving The Boom
Page | 6
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
2/4/2011
4/4/2011
6/4/2011
8/4/2011
10/4/2011
12/4/2011
2/4/2012
4/4/2012
6/4/2012
8/4/2012
10/4/2012
12/4/2012
2/4/2013
4/4/2013
6/4/2013
8/4/2013
10/4/2013
12/4/2013
2/4/2014
4/4/2014
6/4/2014
8/4/2014
10/4/2014
12/4/2014
2/4/2015
4/4/2015
6/4/2015
8/4/2015
10/4/2015
12/4/2015
2/4/2016
4/4/2016
6/4/2016
8/4/2016
10/4/2016
12/4/2016
2/4/2017
4/4/2017
Proportion of Active Rigs by Trajectory
Horizontal Directional
> 90% Horizontal
& Directional
Wells
as of May 2017
…. 20% increase
since 2011
Source: Baker Hughes, North America Rotary Rig Count Current Week Data, as of May 12, 2017
Texas &
New
Mexico
plays have
~ 60% of
rig activity
0
100
200
300
400
500
600
700
800
900
05/12/17
Horizontal &
Directional Wells
Permian
Haynesville
Eagle Ford
Williston
Marcellus &
Utica
DJ Niobrara

7. Efficiency Will Squeeze Areas For Long-Term Productivity
Productivity increases have continued
beyond expectations due to:
• Exclusively drilling sweet spots (i.e. known
high-production areas)
• Utilizing pad drilling and high intensity
fracking in growing scale
• Learning-by-doing from horizontal drilling,
leading to increased optimization
Producers will face some headwinds
to further improve productivity
because:
• Oil field services suppliers still are operating
at break even/negative margins – price
increases are being demanded by OFS
suppliers
• Increased penetration of high efficiency
techniques leave fewer areas to improve
-
100
200
300
400
500
600
-
200
400
600
800
Jul-08
Mar-09
Nov-09
Jul-10
Mar-11
Nov-11
Jul-12
Mar-13
Nov-13
Jul-14
Mar-15
Nov-15
Jul-16
Mar-17
RigCount
Barrels/Day
Permian New Well Oil Production per Rig
Production per rig Rig count
0.0
0.5
1.0
1.5
2.0
2.5
3.0
Jan-14
Apr-14
Jul-14
Oct-14
Jan-15
Apr-15
Jul-15
Oct-15
Jan-16
Apr-16
Jul-16
Oct-16
Jan-17
Apr-17
MillionBarrels/Day
Total Oil Production by Shale Play
Bakken Eagle Ford Niobrara Permian
Source: EIA Drilling Productivity Report, as of May 15, 2017
Page | 7

8. 0
500
1,000
1,500
2,000
2,500
0
20,000
40,000
60,000
80,000
100,000
120,000
140,000
160,000
Rigs
CarloadsOriginated
U.S. CLASS 1’S QUARTERLY CARLOADS ORIGINATED FOR INDUSTRIAL SAND AND U.S. LAND RIGS
U.S. Quarterly Carloads Originated for
Industrial Sand (STCC 14413)
U.S. Land Rigs
Source: STB, Baker Hughes, March 2017
Shale Gas
Boom
Rig Shift from
Gas to Liquids
Shale Oil
Boom
Oil Price
Collapse
High
Intensity
Fracking
Frac Sand Entering the Seventh Inning: Game Won’t Be Nine Innings
Frac Sand
Frenzy 3.0
Page | 8

9. Completion Trends Create New Proppant Demand Drivers
Longer
Laterals
MoreStages
Overpacking
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
2012 2013 2014 2015
Average Sand per Well
(Permian/ Bakken/ Eagle
Ford)
CloserWell
Spacing
>2xincrease
2016to2018
0
5,000
10,000
15,000
20,000
25,000
2014 2016 2017 2018
# Horizontal Wells
0
200
400
600
800
1,000
1,200
1,400
2014 2016 2017 2018
# Active Horizontal
Rigs
• Increase in frac
sizes per stage
• Increased interest
in utilizing finer
mesh sand (40/70
& 100 mesh) & CRC
Source: Goldman Sachs Global Investment Research (July 2016),
Bloomberg Intelligence
0
500
1,000
1,500
2,000
Permian Williston Eagle
Ford
Average Pounds Sand
Per Lateral Foot
2012 2016
Page | 9

10. 0
2,000
4,000
6,000
8,000
10,000
May-2015
Jun-2015
Jul-2015
Aug-2015
Sep-2015
Oct-2015
Nov-2015
Dec-2015
Jan-2016
Feb-2016
Mar-2016
Apr-2016
May-2016
Jun-2016
Jul-2016
Aug-2016
Sep-2016
Oct-2016
Nov-2016
Dec-2016
Jan-2017
Feb-2017
Mar-2017
Apr-2017
Raw Resin Ceramic
0
2,000
4,000
6,000
8,000
10,000
May-2015
Jun-2015
Jul-2015
Aug-2015
Sep-2015
Oct-2015
Nov-2015
Dec-2015
Jan-2016
Feb-2016
Mar-2016
Apr-2016
May-2016
Jun-2016
Jul-2016
Aug-2016
Sep-2016
Oct-2016
Nov-2016
Dec-2016
Jan-2017
Feb-2017
Mar-2017
Apr-2017
Raw Resin Ceramic
Trend Shows Increasing Proppant Intensity Per Well
Source: Energent Group as of May 2017
Industry Average Tons Proppant /Job
Leader Average Tons Proppant / Job
YTD: 4,039 tons/job
N = 8,061 jobs
YTD: 5,949 tons/job
N = 472 jobs
TonsTons
High intensity fracking
trend will continue to
expand sand volumes
per well
• 20 to 25% YOY increase
between 2015 and
2016, and projected 15
to 20% YOY increase
during 2017
• Technology leaders
have been advancing
the next generation of
this technique for the
last 2-3 years in both
gas and oil well fracks
• “Followers” are still
experimenting with
optimization and are 1-
3 years behind the
leaders in implementing
latest techniques
Page | 10

11. Strong Regional Variation In Proppant Demand Exists
• Proppant demand fell 17% between 2014 (52 mm tons) and 2015 (43 mm tons) and 2016
(35 mm tons) was 19% less than 2015
• Permian Basin is most active… because it has the best economics
Page | 11
Source: Energent Frac Report, data as of May 2017
-
1
2
3
4
5
6
1/1/2013
2/1/2013
3/1/2013
4/1/2013
5/1/2013
6/1/2013
7/1/2013
8/1/2013
9/1/2013
10/1/2013
11/1/2013
12/1/2013
1/1/2014
2/1/2014
3/1/2014
4/1/2014
5/1/2014
6/1/2014
7/1/2014
8/1/2014
9/1/2014
10/1/2014
11/1/2014
12/1/2014
1/1/2015
2/1/2015
3/1/2015
4/1/2015
5/1/2015
6/1/2015
7/1/2015
8/1/2015
9/1/2015
10/1/2015
11/1/2015
12/1/2015
1/1/2016
2/1/2016
3/1/2016
4/1/2016
5/1/2016
6/1/2016
7/1/2016
8/1/2016
9/1/2016
10/1/2016
11/1/2016
12/1/2016
Proppant(MillionTons)
Other Barnett Granite Wash Fayetteville MidCon Mississippian Haynesville
DJ-Niobrara Williston Utica Marcellus Permian Eagle Ford

12. Northern
White Sand
Southern
White Sand
Late
Quaternary
Sand
Dunes
Hickory
Sandstone
Haynesville
Eagle
Ford
Permian
DJ
Bakken
Marcellus
- Utica
Source: EIA, US Geological Survey, Headwaters MB Research
Page | 12
Major Sand Basins Sit Between Lower 48 Shale Plays

13. Page | 13
Source: Company websites, Headwaters MB research
Permian Dune Sand Texas Regional “Brown” or “Hickory” Sands Northern White Sand
Black
Mountain
Black
Mountain Unimin FMSA US Silica Unimin FMSA US Silica
40/70 100 40/70
Brady
40/70
Texas Gold
40/70
Premium Hickory
40/70
Unifrac
40/70
White
40/70
White
Winkler, TX Winkler, TX Brady, TX Voca, TX Voca, TX
K Value 7,000 8,000 6,000 6,000 6,000 11,000 8,000-9,000 9,000
Sphericity 0.7 0.7 > 0.6 > 0.6 0.6 0.7 - 0.9 0.7 0.6
Roundness > 0.6 > 0.6 > 0.6 > 0.6 0.7 0.7 - 0.9 0.7 0.7
Turbidity < 100 < 100 < 250 < 75 10 - 130 < 100 < 50 10 - 140
Acid Solubility < 3.0% < 3.3% < 3.0% < 2.0% 1.80% < 3.0% < 0.6% 0.80%
Regional Sand Is “Good Enough”

14. 0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
2014 2016
Proppant Demand by Mesh Size
100 mesh 40/70 30/50 20/40
Finer Grades Are No Longer Shunned, Creating The Hot Market
> 70% of
total demand
Regional Sand Market Share
16%
2014
Northern White Regional Sands
34%
2016E
+
• Trend toward “In-Basin” sales
versus FOB Mine
• Acceptance of lower quality sands
=
Source: PacWest, IHS, US Silica, as of December 2016
Page | 14

15. Late
Quaternary
Sand Dunes
Source: EIA, US Geological Survey, Energent Group (May 2017), Headwaters MB research
Hickory
Sandston
e
Transload Terminal
Kermit TX to:
Pecos TX = 48 mi
Carlsbad NM = 90 mi
Big Spring TX = 110 mi
Lubbock TX = 155 mi
Sweetwater TX = 172
mi
Page | 15
No Shortage Of Current And Future Activity In Texas…
1 slide: Energent,
transloads, and
rail only – activity
only
2 slide: change
overlay in
obnoxious color
Transload Terminal
Kermit TX to:
Pecos TX = 48 mi
Carlsbad NM = 90 mi
Big Spring TX = 110 mi
Lubbock TX = 155 mi
Sweetwater TX = 172
mi

16. Source: EIA, US Geological Survey, Energent Group (May 2017), Headwaters MB research
Hickory
Sandstone
Transload Terminal
Page | 16
… And No Shortage Of Regional Sand In Texas
Late
Quaternary
Sand Dunes

17. Shale Operations Influence Rail & Truck Transportation Markets *
Materials
Chemicals
Clean Water
Proppants
OCTG (Pipe)
Railcars to
Transloading
5
From local
reservoir
Avg - 55
Largest - 240
5~8
Trucks to
Wellhead Site
20
9.5 million
gallons / job
**
Avg – 220
Largest - 960
20~32
Avg – 260
Up to 1,000
Truckloads
Oil/Gas/NGLs
Pipeline, Truck,
Rail
Waste Water
Avg – 65
Up to 250
Railcars
Page | 17
* Example is for rail-delivered supply chain ** Horizontal/Directional well average in last 6 months (Energent Group)
Each well drilled requires:

18. Frac Sand Supply Chain – Lowest Total Delivered Cost Wins
Source: Headwaters MB research, PLG Consulting
The frac sand supplier must balance the economics of all stages:
from production through to the “Last Mile” of delivery
Operating Costs =
$15 - $30 / ton
(depends on mine quality)
Transload
Facility Fees =
$7 - $20 / ton
(depends on
regional
competition
and product)
Freight + Railcar Leases +
Fuel Surcharges + Logistics =
$30 - $60 / ton
(depends on basin delivered
to and unit train capability)
“Last Mile”
Trucking Costs =
$15 - $50 / ton
(dependent on
distance from
transload facility to
well site, driver
availability, and
truck demurrage)
Mining Processing Rail
Load-out
Long Haul
Rail
Transloading
and Storage
Trucking to
Well
Note: Transloading may be required for trucking
over ~150 miles from sand mine to wellhead
Northern White
X X X X X X
Regional Sand
X X ? X
Regional Sand is a game changer
Page | 18

19. Source: Bloomberg Markets “The Next Shale Boom Will Be Built on Sand” (August 3, 2016), PacWest (2014), Headwaters MB Research
Page | 19
Regional Sands Are Closer… Sometimes Removing Rail & Transloading
REGIONAL SANDS
• Mostly Truck
• Some Rail
SOUTHERN WHITE
• Barge
• Rail
• Truck
NORTHERN WHITE
• Rail
• Manifest
• Unit Train

20. Frac Sand Sources Quickly Changing For the Permian Due to Cost
Source: Headwaters MB research (2016); U.S. EIA based on data from various published studies as of April 2015
Lower 48 Shale Plays and Major Sand Basins
Northern
White
Manifest
Northern
White Unit
Train
Regional
Sand Rail
Regional
Sand
Direct
Truck
Page | 20
Directional Total Delivered
Cost

21. Current Issues …
• Slime settling ponds are unsightly and
create leakage/water quality concerns
• Dust from sand mining causes silicosis
for workers & neighbors, resulting in
tightened air quality standards
Prepare For EHS Uproar To Continue
…. Expected Responses
• Increased use of dry stack tailing using
filter presses
• Increased use of dust suppression
sprays and covered transfer points
Page | 21

22. II. Market Expectations

23. Source: SEC Edgar, SEDAR, Yahoo Finance, Headwaters MB research
Proppant Margins Are Improving …
$PerTon
Page | 23
-$60
-$50
-$40
-$30
-$20
-$10
$0
$10
$20
$30
$40
$50
$60
$70
$80
$90
$100
$110
$120
Adjusted EBITDA US $ / Ton Sold
Hi-Crush P Emerge P US Silica P Fairmount Santrol P WTI Ave Price
• Q1 2017 EBITDA “blended” average margins were $0-12/ton
• Q2 2017 EBITDA margins on new Northern White contracts in the $10-20/ton range
Q1 2017
EBITDA US $/Ton Sold
Hi-Crush $1.38/t
Emerge $0.05/t
US Silica $11.09/t
Fairmount $6.97/t
Smart Sand $6.65/t
Source Energy $11.82/t

24. Source: SEC Edgar, Yahoo Finance, Headwaters MB research
… But Company Valuations Are Still At Unsustainable Levels
Page | 24
23.7
9.1
5.86…8.08.512.621.216.914.3
-200
-150
-100
-50
0
50
100
150
200
250
300
350
400
450
500
550
600
2017Q12016Q42016Q32016Q22016Q12015Q42015Q32015Q22015Q12014Q42014Q32014Q22014Q12013Q4
TEV / LTM (Adjusted) EBITDA
Hi-Crush Emerge US Silica Fairmount Santrol Average

25. Historical Middle Market M&A Transaction Multiples
Middle Market M&A Transaction Multiples - Enterprise Value / EBITDA
 Even though multiples were generally down in 2016, a quality premium is still observed where acquirers
are willing to pay as much as 15% above comparable sellers for above-average financial performance
 We have also seen a premium and accelerated timelines in sponsor-to-sponsor transactions
_____
Source: GF Data, February 2017
5.6x
5.8x
6.0x
5.6x
5.8x
6.0x
6.2x 6.2x
6.8x
6.6x 6.6x
6.4x
6.8x 6.7x 6.8x
8.4x
7.8x
7.3x7.3x 7.4x 7.5x
7.8x
9.0x 9.0x
0.0x
1.0x
2.0x
3.0x
4.0x
5.0x
6.0x
7.0x
8.0x
9.0x
10.0x
2003-2011 2012 2013 2014 2015 2016
$10M - $25M $25M - $50M $50M - $100M $100M - $250M
Page | 25

26. Source: Energent Frac Report data & company SEC disclosures as of May 2017
Large Overhang Of Capacity Has Been Sitting On The Sidelines
• ~ 108 million tons of industry capacity equates to 27 million tons per quarter of sand
available for sale
• 4 public companies provide 50-60% of the industry’s current sand demands
(note that numbers still coming in for Q1 2017)
Page | 26
0
2
4
6
8
10
12
14
16
2016Q4
2016Q3
2016Q2
2016Q1
2015Q4
2015Q3
2015Q2
2015Q1
2014Q4
2014Q3
2014Q2
2014Q1
2013Q4
2013Q3
2013Q2
2013Q1
ProppantSold(MMtons)
Other Companies Hi-Crush US Silica Fairmont Santrol Emerge

27. Shifting Sands Marketplace Favors Local Sources
$210 million: July 2016
U.S. Silica purchased brown-sand
miner NBR Sand with plans to double
output to 2 million tons/year
$275 million: Feb 2017
Hi-Crush purchased Permian Basin
brown-sand deposit with plans to
produce 3 million tons/year at
additional cost of $50 million
$20 million: April 2017
Emerge purchased brown-sand mine
from Osburn Materials to add 300,000
tons output near San Antonio, expand
to 3 million tons/year by 2018 at
additional cost of $40-60 million
Legend
Existing Frac Sand Mine
Recent Concentrated Drilling
Recent Acquisition Mine
Source: PLG Analysis
Recent Planned Mine Sites
Planned New Mines
(as of May 2017)
• Winkler County, TX:
Black Mountain’s 2 x 4 million
tons/year facilities, pending air
permits
• Winkler County, TX:
Wilks Brothers’ facility,
pending air permit
• Culberson County, TX:
Former NBR Sands LLC management,
pending air permit
• Ector County, TX:
Preferred Sands’ Letterkenny Ranch,
initial air new source permit complete
• Ector County, TX:
Preferred Sands’ Mullingar Ranch,
initial air new source permit complete
• Clovis, NM:
Delaware Sands LLC, completing
engineering & financing
Page | 27

28. Page | 28
… But Water Scarcity May Be Barrier For Regional Sand Growth
Source: WRI Aqueduct 2014

29. Recent Sand Transactions Show a Developing Pattern
Notes:
Margin assumes 30%
effective tax rate & 10% NPV
* with contingency payout
based on performance
** assume $50 mm build out
cost per HCLP press release
Date Buyer Target
Amount
(MM)
Annual Tons Capacity
(‘000)
$ / Ton
EBITDA Margin
Notes
July 2016 SLCA NBR $210 2,000 $17.62 Regional Sand
August 2016 HCLP HCLP Blair $170 2,860 $8.65 Northern White
August 2016 HCLP HCLP Blair $180 * 2,860 $9.16 Northern White
February 2017 Source SP Blair $45 1,400 $5.43 Northern White
February 2017 HCLP HCLP Whitehall $140 2,860 $7.50 Northern White
February 2017 HCLP HCLP Whitehall $205 * 2,860 $11.00 Northern White
February 2017 HCLP Permian $325 ** 3,000 $20.62 Regional Sand
March 2017 TUSK Chieftain Sand $35 1,500 $3.94 Northern White
April 2017 EMES Osburn $20 300 $10.15 Regional Sand
$0
$5
$10
$15
$20
$25
0 500 1,000 1,500 2,000 2,500 3,000 3,500
EBITDAMargin($/Ton)
Annual Nameplate Capacity - Thousand Tons
$10/ton
Source: Company press releases, Headwaters MB research
Page | 29

30. III. Implications

31. High Intensity
Drilling
Expanding
… Driving
More
Development
with Finer
Sand
… Enabling
Regional Sand
Market to Grow
… and
Increasing the
Role of
Trucking in the
Supply Chain
• Latest generation of high
intensity can add 25-40%
recovery per well
Tying Trends Together Showcases Market Shift
• Sands nearby active basins
will become the lowest
delivered cost, displacing
some current resources
• Shipping container
solutions build in-basin
storage nearer to active
well sites without
capital
… Creating
Industry
Leaders Based
on Logistics
• 100-mesh sold out/in short
supply for foreseeable future
• Minimizing resin-coated sand
and ceramics usage
Page | 31
Increased Shale
Oil Production
Flattens/Shrink
Oil Prices
… Which Limits
2018+ Sand
Volume Growth
Will shale oil
become a victim of
its own success for a
second time?
BUT

32. Page | 32
• Increasing their product lines into
resin coated sands to get out of
commodity space
• Expanding and buying available
capacity, and investing in regional
sands
Diversifying
Product Lines
• Building out or partnering with
transload operators to have
“storefronts” in the shale plays
• Looking at “shipping box” and
providing the last mile solution
Squeezing
Value
from
Logistics
What Are the Sand Companies Doing To Respond?

33. Minneapolis Hub for Delta Airlines
• Subject to congestion and delays at hubs
• High capital investment to cope with surge hours
P2P Route Map for Spirit Airlines
• Minimizes connections and travel time
• Reduced interdependency of flights
Source: Company websites
Airlines Analogy: Hub-and-Spoke Versus Point-to-Point
Page | 33

34. Will Boxes Replace Transloading And Pneumatic Trucks?
 Utilizes standard flatbed trucks which
eliminate pneumatic trucks
 Allows more truck turns per day
 Gravity fed into blender
 Pooling model
 No complex belt systems
 No upfront capex or obsolescence risk
 Significantly reduces exposure to air
particles
 Reduces shrinkage of product due to
fewer transfers
“shipping box” or semi-portable stand up
silo options offer solution to the rail –
trucking limbo for regional mine shipments
> 90 miles …
? Forklifts required at the well sites to
move boxes
? Boxes don’t maximize shipping
volume compared to bulk trucks
? Truck turns will be limited by traffic
regardless of turnaround at well pad
? Who pays when boxes are damaged
during use?
? New demand for box space at the
well pad may create unforeseen site
permitting constraints
? Does it lower total delivered cost?
… but boxes also prevent other
challenges
Page | 34

35. Proppant Demand Boom Is Widely Acknowledged And Optimistic
• Projected proppant rebound to ~ 61 MM tons in 2017, followed by ~ 78 MM tons in 2018
• Oil price trajectory suggests proppant markets may be optimistic
Page | 35
$0
$10
$20
$30
$40
$50
$60
$70
$80
$90
$100
-
20
40
60
80
100
120
140
160
2013 2014 2015 2016 2017E 2018E 2019E 2020E
OilPrice(WTI,USD/barrel)
Proppant(MMtons)
Energent - actuals IHS Markit Tudor Pickering & Holt Jeffries
Goldman Sachs Wells Fargo RBC Oil Price - EIA
Source:
• IHS Markit, Energy Blog, May 3 2017
• Rich Shearer (President & CEO) Superior Silica Sand presentation at the Industrial Minerals 4th Frac Frac Sand Conference in Minneapolis Sept 13, 2016
• Wells Fargo, Oil Service Statistics and Valuation Handbook, January 6, 2017
• RBC Capital, Frac Sand Supply Demand Update, December 5, 2016
• Energy Information Administration, Short-Term Energy Outlook, as of January 10, 2017, and Annual Energy Outlook, Table: Petroleum and Other Liquids Prices

36. Overall Proppant Demand Whips Behind Oil Price Changes
Page | 36
Source: Energent Frac Report, data as of May 2017; Energy Information Administration, Cushing, OK WTI Spot Price FOB (USD per Barrel) as of May 2017
$0
$10
$20
$30
$40
$50
$60
$70
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
4.0
4.5
May
01
2015
Jun
01
2015
Jul
01
2015
Aug
01
2015
Sep
01
2015
Oct
01
2015
Nov
01
2015
Dec
01
2015
Jan
01
2016
Feb
01
2016
Mar
01
2016
Apr
01
2016
May
01
2016
Jun
01
2016
Jul
01
2016
Aug
01
2016
Sep
01
2016
Oct
01
2016
Nov
01
2016
Dec
01
2016
OilPrice(WTI,USD/barrel)
Proppant(MMtons)
Total US - Proppant Spot Price Oil
• Proppant demand covaries with oil price with approximately a six month lag

37. Check The Numbers: No Free Lunch
Page | 37
• US proppant demand is set for a rebound… but the proppant forecasts seem too
optimistic and do not appear to reflect the oil price, supply-demand feedback loop
Source:
• Energy Information Administration, Short-Term Energy Outlook, as of January 10, 2017, and Annual Energy Outlook, Table: Petroleum and Other Liquids Prices
• Headwaters MB research, correlation of historical proppant, oil price, and production
• Energent, Frac Report data as of January 2017
-
2
4
6
8
10
12
14
16
-
10
20
30
40
50
60
70
80
90
100 2013
2014
2015
2016
2017E
2018E
2019E
2020E
MMBOE/dayProduction
Proppant(MMtons)
Proppant - actual reported
Proppant - Mean Analyst Forecast
Oil&Gas Production - Most Likely -
EIA
Oil&Gas Production, with Low Oil
Price - EIA
Oil&Gas Production - actual
reported
Oil&Gas Production - Inferred from
Proppant Correlation
Continental Onshore USA
Tight Oil & Gas Production

38. The Frac Sand Industry Scorecard
Page | 38
LONG TERM WINNERS
“Point-to-Point”
Regional Sand
Suppliers
(lowest delivered cost)
Big “Hub & Spoke”
Northern White Mines
(unit train loading on
Class I rail, storefront
access in-basin)
Movable In-Basin
Storage Solutions
(last mile solution)
Regional Truckers
(replacement of long-
distance railcar supply)
Mixed
Rail-to-Truck
Transloads
(could be overbuilt as
regional sands become
more available)
Destination Short-line
Railroads
(loss of market share to
regional truckers)
Southern White Sand
Mines in MO & AR
(proximity to highest
demand basins)
LONG TERM LOSERS
×Marginal Northern
White Mines
×(need to truck to
outbound transload)
Class I Railroads
(reduced market share
to trucking)
Origination Short-line
Railroads
(extra layer of costs is
challenge to
competition)



×
×

×
… What Are Your
Thoughts?

39. Thank You
For follow up questions and information, please contact:
Looking Forward To Your Questions!
Joel Schneyer
Managing Director
Headwaters MB
jschneyer@headwatersmb.com
303.619.4211
Anna Wall
Associate
Headwaters MB
awall@headwatersmb.com
970.580.5096
Taylor Robinson
President
PLG Consulting
trobinson@plgconsulting.com
508.982.1319
Page | 39

40. Partial Client List
PLG Team
 Real-world, industry veterans
 Delivering value to over 200 clients since 2001
 Over 30 logistics, supply chain & engineering experts with
operational leadership experience
Core Expertise
 Bulk commodities
 Rail transportation & logistics
 Energy & chemical markets
 Private equity and corporate development
Services
 Investment strategy, target identification, due diligence,
post-transactional support
 Diagnostic assessments & optimization
 Supply chain design & operational improvement
 Logistics infrastructure design
 Site selection
 Independent logistics technology assessment &
implementation
 Hazmat training, auditing & risk assessment
Experience
Page | 40

41. • Headwaters MB is an independent, middle-market investment banking firm providing strategic merger and
acquisitions advice, capital raising and special situations advisory. Headwaters is headquartered in Denver,
Colorado, with six regional offices across the United States and partnerships with 18 firms covering 30 countries.
We have three distinct businesses:
Experience
Mergers & Acquisitions
• Sell-side advisory
• Buy-side advisory
• Management buyouts
• Fairness opinions
Capital Raising
• Senior debt / Bank debt
• Mezzanine debt
• Equity
• Project finance /
Infrastructure
Special Situations Advisory
• Refinancing / Restructuring
• Distressed / Bankruptcy
• Merchant Banking
Headwaters MB has closed
over $8.4 billion in
transaction value.
88%
Privately Owned
60%
M&A Advisory
INVESTMENT
BANK OF
THE YEAR
2015 INVESTMEN
T
BANK
OF THE YEAR
Page | 41