SEC FILE NUMBER: 001-35912
CUSIP NUMBER: 29102H 207
(Check one):
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x Form 10-K
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o Form 20-F
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o Form 11-K
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o Form 10-Q
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o Form 10-D
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o Form N-CEN
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o Form N-SAR
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o Form N-CSR
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For Period Ended:
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December 31, 2019
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o Transition Report on Form 10-K
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o Transition Report on Form 20-F
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o Transition Report on Form 11-K
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o Transition Report on Form 10-Q
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o Transition Report on Form N-SAR
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For the Transition Period Ended:
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Read Instructions (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: N/A
PART I REGISTRANT INFORMATION
Emerge Energy Services LP
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Full Name of Registrant
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N/A
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Former Name if Applicable
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6500 West Freeway, Suite 800
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Address of Principal Executive Office (Street and Number)
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Fort Worth, Texas 76116
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City, State and Zip Code
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PART II RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)
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(a)
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The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense
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o
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(b)
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The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
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(c)
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The accountants statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
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PART III NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CEN, or the transition report or portion thereof, could not be filed within the prescribed time period.
Emerge Energy Services LPs (the Partnerships) has determined that it is unable to file its Annual Report on Form 10-K for the year ended December 31, 2019 (the Form 10-K) in a timely manner and that it does not expect to be able to file the Form 10-K within the five-day extension permitted by the rules of the U.S. Securities and Exchange Commission (the SEC).
As reported in the Partnerships Report on Form 8-K filed with the SEC on July 17, 2019, the Partnership, along with its former general partner, Emerge Energy Services GP, LLC, and certain of the Partnerships subsidiaries filed voluntary petitions seeking relief under chapter 11 of title 11 (the Chapter 11 Cases) of the United States Code (the Bankruptcy Code) in the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court) on July 15, 2019. On December 10, 2019, the Partnership filed with the Bankruptcy Court the proposed Second Amended Joint Plan of Reorganization for Emerge Energy Services LP and Its Affiliate Debtors under Chapter 11 of the Bankruptcy Code, dated December 10, 2019 (the Plan). On December 18, 2019, the Bankruptcy Court entered an order, Docket No. 682, confirming and approving the Plan. As reported in the Partnerships Report on Form 8-K filed with the SEC on December 30, 2019, on December 20, 2019 (the Effective Date), the conditions to effectiveness of the Plan were satisfied or waived and the Partnership emerged from Chapter 11.
Due to the demands associated with the Partnerships emergence from bankruptcy, including the implementation of fresh-start accounting and related activities, the Partnerships management needs additional time to prepare, review and evaluate the Partnerships financial statements and Form 10-K disclosure, and the Partnership cannot obviate such needed additional time without incurring unreasonable effort or expense.