EMERGE ENERGY SERVICES LP 3,515,388 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENTUnderwriting Agreement • June 25th, 2014 • Emerge Energy Services LP • Oil & gas field services, nec • New York
Insight Equity Management Company LLC, a Texas limited liability company (“Insight”), and the other unitholders named in Schedule I hereto (together with Insight, the “Selling Unitholders”), propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 3,515,388 common units (the “Firm Units”), each representing a limited partner interest (“Common Units”) in Emerge Energy Services LP, a Delaware limited partnership (the “Partnership”). The Selling Unitholders also propose to grant to the Underwriters an option to purchase up to 527,307 additional Common Units, (the “Option Units”; the Option Units, together with the Firm Units, being hereinafter called the “Units”). Certain terms used herein are defined in Section 22 hereof.
