In the news release, U.S. Silica Holdings, Inc. Announces Third Quarter 2014 Results, issued 29-Oct-2014 by U.S. Silica Holdings, Inc. over PR Newswire, we are advised by the company that in the third subheadline; in the second bullet under "Total Company"; in the second bullet under "Oil and Gas"; and in the second bullet under "Industrial and Specialty Products," there are six instances that should read "million tons" rather than "thousand tons" as originally issued inadvertently. The complete, corrected release follows:

U.S. Silica Holdings, Inc. Announces Third Quarter 2014 Results

- Revenue of $241.3 million up 67% year-over-year

- EPS of $0.77 per basic share; excluding business development and related expenses; EPS of $0.79 per basic share

- Total volumes sold in oil and gas reached a record 1.895 million tons, an 80% improvement over same period last year

- Cadre acquisition accretive to EPS in the quarter by $0.02 per share

-Company updating full-year 2014 adjusted EBITDA to high end of its guidance range

FREDERICK, Md., Oct. 29, 2014 /PRNewswire/ -- U.S. Silica Holdings, Inc. (NYSE: SLCA) today announced net income of $41.3 million or $0.77 per basic share and $0.76 per diluted share for the third quarter ended Sept. 30, 2014 compared with net income of $21.3 million or $0.40 per basic and diluted share for the third quarter of 2013. Excluding business development and related expenses during the quarter, EPS was $0.79 per basic share.

Bryan Shinn, president and chief executive officer commented, "I'm extremely pleased with our performance during the quarter. Contribution margin for our Oil and Gas segment almost doubled year-over-year, volumes were up significantly and we continue to see very strong demand for our high quality products. In addition, our Cadre acquisition is performing above our initial expectations and our Industrial and Specialty Products business is making steady progress in expanding margins and growing their bottom line."

Third Quarter 2014 Highlights

Total Company


    --  Revenue totaled $241.3 million compared with $144.4 million for the same
        period last year and up 17% sequentially over the second quarter of
        2014.
    --  Overall sales volumes increased to 2.993 million tons, a 42% improvement
        over the third quarter of 2013 and up 15% sequentially over the second
        quarter of 2014.
    --  Contribution margin for the quarter was $93.9 million compared with
        $54.7 million in the same period of the prior year and up 26%
        sequentially over the second quarter of 2014.
    --  Adjusted EBITDA was $77.5 million versus $45.0 million for the same
        period last year and representing a 30% increase sequentially over the
        second quarter of 2014.

Oil and Gas


    --  Revenue for the quarter totaled $186.8 million compared with $94.2
        million in the same period in 2013.
    --  Overall tons sold totaled 1.895 million tons compared with 1.052 million
        tons sold in the third quarter of 2013.
    --  61% of tons sold were made in basin via transloads compared with 56% in
        the third quarter of 2013.
    --  Segment contribution margin was $77.0 million versus $40.1 million in
        the third quarter of 2013.

Industrial and Specialty Products


    --  Revenue for the quarter totaled $54.4 million compared with $50.2
        million for the same period in 2013.
    --  Overall tons sold totaled 1.098 million tons compared with 1.059 million
        tons sold in the same period last year.
    --  Segment contribution margin was $16.8 million compared with $14.5
        million in the third quarter of 2013.

Capital Update

As of September 30, 2014, the Company had $196.9 million in cash and cash equivalents and short term investments and $47.0 million available under its credit facilities. Total long-term debt at September 30, 2014 totaled $365.3 million. Capital expenditures in the third quarter, excluding the Cadre acquisition, totaled $33.6 million and were associated largely with the Company's investment in a new frac sand mine and plant located near Utica, Illinois, a new transload facility under construction in Odessa, Texas, the expansion of its Pacific, Missouri facility, the development of a new Greenfield site in Fairchild, Wisconsin and other maintenance capital projects.

Outlook and Guidance

The Company is now expecting full-year 2014 Adjusted EBITDA to be at the high end of its guidance range of $230 million to $240 million. The Company still anticipates full-year 2014 capital expenditures to be in the range of $95 million to $105 million and its effective tax rate to be approximately 27 percent.

Conference Call

U.S. Silica will host a conference call for investors tomorrow, October 30, 2014 at 9:00 a.m. Eastern Time to discuss these results. Hosting the call will be Bryan Shinn, president and chief executive officer and Don Merril, vice president and chief financial officer. Investors are invited to listen to a live webcast of the conference call by visiting the "Investor Resources" section of the Company's website at www.ussilica.com. The webcast will be archived for one year. The call can also be accessed live over the telephone by dialing (877) 869-3847 or for international callers, (201) 689-8261. A replay will be available shortly after the call and can be accessed by dialing (877) 660-6853. The passcode for the replay is 13592747. The replay of the call will be available through November 28, 2014.

About U.S. Silica

U.S. Silica Holdings, Inc., a member of the Russell 2000, is a leading producer of commercial silica used in the oil and gas industry, and in a wide range of industrial applications. Over its 114-year history, U.S. Silica has developed core competencies in mining, processing, logistics and materials science that enable it to produce and cost-effectively deliver over 250 products to customers across our end markets. The company currently operates nine industrial sand production plants and seven oil and gas sand production plants. The company is headquartered in Frederick, Maryland and also has offices located in Chicago, Illinois, Houston, Texas and Shanghai, China. The company operates on a platform of ethics, safety and sustainability. U.S. Silica was named America's Best Small Company for 2014 by Forbes Magazine. The Company is a founding member of Wisconsin Industrial Sand Association (WISA) and has been recognized by the Wisconsin Department of Natural Resources (WDNR) as a partner in the WDNR Green Tier program. In becoming a Green Tier participant, U.S. Silica demonstrates its commitment to achieving superior environmental and economic performance.

Forward-looking Statements

Certain statements in this press release are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and speak only as of this date. Forward-looking statements made include any statement that does not directly relate to any historical or current fact and may include, but are not limited to, statements regarding U.S. Silica's growth opportunities, strategy, future financial results, forecasts, projections, plans and capital expenditures, and the commercial silica industry. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict. Many factors could cause actual results to differ materially and adversely from these forward-looking statements. Among these factors are: (1) fluctuations in demand for commercial silica; (2) the cyclical nature of our customers' businesses; (3) operating risks that are beyond our control; (4) federal, state and local legislative and regulatory initiatives relating to hydraulic fracturing; (5) our ability to implement our capacity expansion plans within our current timetable and budget; (6) loss of, or reduction in, business from our largest customers; (7) increasing costs or a lack of dependability or availability of transportation services or infrastructure; (8) our substantial indebtedness and pension obligations; (9) our ability to attract and retain key personnel; (10) silica-related health issues and corresponding litigation; (11) seasonal and severe weather conditions; and (12) extensive and evolving environmental, mining, health and safety, licensing, reclamation and other regulation (and changes in their enforcement or interpretation). Additional information concerning these and other factors can be found in U.S. Silica's filings with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.


                          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                         ( dollars in thousands, except per share amounts)


                                           Three Months Ended
                                             September 30,
                                          -------------------

                                                            2014               2013
                                                            ----               ----


    Sales                                               $241,256           $144,372

    Cost of goods sold
     (excluding
     depreciation,
     depletion and
     amortization)                                       149,697             90,983

    Operating expenses

    Selling, general and
     administrative                                       18,600             12,800

    Depreciation,
     depletion and
     amortization                                         12,425              9,152
                                                          ------              -----

                                                          31,025             21,952
                                                          ------             ------

    Operating income                                      60,534             31,437

    Other (expense)
     income

    Interest expense                                     (4,950)           (4,144)

    Early extinguishment
     of debt                                                   -             (480)

    Other income, net,
     including interest
     income                                                  120                260
                                                             ---                ---

                                                         (4,830)           (4,364)
                                                          ------             ------

    Income before income
     taxes                                                55,704             27,073

    Income tax expense                                  (14,427)           (5,739)
                                                         -------             ------

    Net income                                           $41,277            $21,334
                                                         =======            =======


    Earnings per share:

    Basic                                                  $0.77              $0.40

    Diluted                                                $0.76              $0.40


                                 U.S. SILICA HOLDINGS, INC.

                            CONDENSED CONSOLIDATED BALANCE SHEETS

                                   (dollars in thousands)


                                           September 30,          December 31,

                                                             2014                  2013
                                                             ----                  ----

                                            (unaudited)            (audited)

                                         ASSETS

    Current Assets:

    Cash and
     cash
     equivalents                                         $121,708               $78,256

    Short-term
     investments                                           75,155                74,980

    Accounts
     receivable,
     net                                                  129,755                75,207

    Inventories,
     net                                                   64,642                64,212

    Prepaid
     expenses
     and other
     current
     assets                                                 8,710                11,104

    Deferred
     income tax,
     net                                                   20,771                17,737

    Income tax
     deposits                                               2,753                     -

    Total
     current
     assets                                               423,494               321,496
                                                          -------               -------

    Property,
     plant and
     mine
     development,
     net                                                  536,721               442,116

    Debt
     issuance
     costs, net                                             4,596                 5,255

    Goodwill                                               68,910                68,403

    Trade names                                            14,991                10,436

    Customer
     relationships,
     net                                                    7,331                 6,120

    Other assets                                           11,046                 9,635
                                                           ------                 -----

    Total assets                                       $1,067,089              $863,461
                                                       ==========              ========


                          LIABILITIES AND STOCKHOLDERS' EQUITY

    Current Liabilities:

    Book
     overdraft                                             $5,545                $4,659

    Accounts
     payable                                               67,550                37,376

    Dividends
     payable                                                6,791                 6,709

    Accrued
     liabilities                                           16,998                10,823

    Accrued
     interest                                                  41                    41

    Current
     portion of
     long-term
     debt                                                   3,490                 3,488

    Deferred
     revenue                                               26,850                     -

    Income tax
     payable                                                    -                1,037
                                                              ---                -----

    Total
     current
     liabilities                                          127,265                64,133
                                                          -------                ------

    Long-term
     debt                                                 365,345               367,963

    Deferred
     revenue                                               69,481                     -

    Liability
     for pension
     and other
     post-
     retirement
     benefits                                              32,727                36,802

    Deferred
     income
     taxes, net                                            65,711                71,318

    Other long-
     term
     obligations                                           15,417                13,951
                                                           ------                ------

    Total
     liabilities                                          675,946               554,167
                                                          -------               -------


    Stockholders' Equity:

    Common stock                                              538                   534

    Preferred
     stock                                                      -                    -

    Additional
     paid-in
     capital                                              188,174               174,799

    Retained
     earnings                                             206,066               137,978

    Treasury
     stock, at
     cost                                                    (38)                    -

    Accumulated
     other
     comprehensive
     loss                                                 (3,597)              (4,017)
                                                           ------                ------

    Total
     stockholders'
     equity                                               391,143               309,294
                                                          -------               -------

    Total
     liabilities
     and
     stockholders'
     equity                                            $1,067,089              $863,461
                                                       ==========              ========

Non-GAAP Financial Measures

Segment Contribution Margin

Segment contribution margin is a key metric that management uses to evaluate our operating performance and to determine resource allocation between segments. Segment contribution margin excludes certain corporate costs not associated with the operations of the segment. These unallocated costs include costs related to corporate functional areas such as sales, production and engineering, corporate purchasing, accounting, treasury, information technology, legal and human resources.

The following table sets forth a reconciliation of income before income taxes, the most directly comparable GAAP financial measure, to segment contribution margin.



                                           For the Three Months
                                            Ended September 30,
                                          ---------------------

                                                            2014      2013
                                                            ----      ----

                                              (in thousands)

    Sales:

    Oil & Gas Proppants                                 $186,812   $94,174

    Industrial & Specialty Products                       54,444    50,198
                                                          ------    ------

    Total sales                                          241,256   144,372

    Segment contribution margin:

    Oil & Gas Proppants                                   77,030    40,129

    Industrial & Specialty Products                       16,844    14,546
                                                          ------    ------

    Total segment contribution margin                     93,874    54,675

    Operating activities excluded from
     segment cost of goods sold                          (2,315)  (1,286)

    Selling, general and administrative                 (18,600) (12,800)

    Depreciation, depletion and
     amortization                                       (12,425)  (9,152)

    Interest expense                                     (4,950)  (4,144)

    Early extinguishment of debt                               -    (480)

    Other income, net, including interest
     income                                                  120       260
                                                             ---       ---

    Income before income taxes                           $55,704   $27,073
                                                         =======   =======

Adjusted EBITDA

Adjusted EBITDA is not a measure of our financial performance or liquidity under GAAP and should not be considered as an alternative to net income as a measure of operating performance, cash flows from operating activities as a measure of liquidity or any other performance measure derived in accordance with GAAP. Additionally, it is not intended to be a measure of free cash flow for management's discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Adjusted EBITDA contains certain other limitations, including the failure to reflect our cash expenditures, cash requirements for working capital needs and cash costs to replace assets being depreciated and amortized, and excludes certain non-recurring charges that may recur in the future. Management compensates for these limitations by relying primarily on our GAAP results and by using Adjusted EBITDA only supplementally. Our measure of Adjusted EBITDA is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the methods of calculation.

The following table sets forth a reconciliation of net income, the most directly comparable GAAP financial measure, to Adjusted EBITDA.



                                               Three Months Ended
                                                  September 30,
                                              -------------------

                                                  2014                  2013
                                                  ----                  ----

                                                 (in thousands)

    Net income                                 $41,277               $21,334

    Total interest
     expense, net of
     interest income                             4,859                 4,127

    Provision for taxes                         14,427                 5,739

    Total depreciation,
     depletion and
     amortization
     expenses                                   12,425                 9,152
                                                ------                 -----

    EBITDA                                      72,988                40,352

    Loss on early
     extinuguishment of
     debt (1)                                        -                  480

    Non-cash incentive
     compensation(2)                             1,424                   854

    Post-employment
     expenses (excluding
     service costs)(3)                             380                   382

    Other adjustments
     allowable under our
     existing credit
     agreement(4)                                2,695                 2,956
                                                 -----                 -----

    Adjusted EBITDA                            $77,487               $45,024
                                               =======               =======



    (1) Includes write-offs of debt issuance costs, legal fees and a
     prepayment penalty related to the early
    extinguishment of debt.

    (2)Includes vesting of incentive equity compensation issued to our
     employees.

    (3)Includes net pension cost and net post-retirement cost relating
     to pension and other post-retirement benefit obligations during the
     applicable period, but in each case excluding the service cost
     relating to benefits earned during such period. See Note O- Pension
     and Post-retirement Benefits to our Financial Statements in Part I,
     Item 1 of this Quarterly Report on Form 10-Q.

    (4) Reflects miscellaneous adjustments permitted under our existing
     credit agreement, including such items as expenses related to
     offerings of our common stock by our former controlling shareholder,
     business development activities related to our growth and expansion
     initiatives, one-time litigation fees, expenses related to debt
     refinancing and employment agency fees.

Media Inquiries: Alison Holder
Manager of Corporate Communications
301-682-0326
holder@ussilica.com

Investor Relations Inquiries: Mike Lawson
Director of Investor Relations and Corporate Communications
301-682-0304
lawsonm@ussilica.com

SOURCE U.S. Silica Holdings, Inc.