Martin Midstream Partners L.P. (NASDAQ:MMLP) (“MMLP”) today announced the expiration and results of its previously announced cash tender offers to purchase (i) any and all of the approximately $53.7 million outstanding aggregate principal amount of the 10.00% senior secured 1.5 lien notes due 2024 (the “2024 Notes”) issued by MMLP and its wholly owned subsidiary, Martin Midstream Finance Corp. (together with MMLP, the “Issuers”), and (ii) any and all of the approximately $291.4 million outstanding aggregate principal amount of the Issuers’ 11.50% senior secured second lien notes due 2025 (the “2025 Notes” and, together with the 2024 Notes, the “Existing Notes”), with a portion of the net proceeds from the Issuers’ concurrent private placement of $400 million in aggregate principal amount of 11.500% senior secured second lien notes due 2028 (the “New Notes”), which private placement is expected to close on February 8, 2023, subject to customary conditions.
The tender offers expired at 5:00 p.m., New York City time, on February 3, 2023 (the “Expiration Time”). As of the Expiration Time, an aggregate principal amount of (i) $53,748,045, or approximately 99.997%, of the 2024 Notes and (ii) $289,057,831, or approximately 99.203%, of the 2025 Notes were validly tendered and not validly withdrawn. Subject to completion of the New Notes placement described above, MMLP expects to accept for payment all Existing Notes validly tendered prior to the Expiration Time pursuant to the offer to purchase and expects to make payment for all such Existing Notes on February 8, 2023.
The Issuers will exercise their optional redemption rights with respect to the outstanding Existing Notes and satisfy and discharge each indenture governing the Existing Notes (the “Indentures”), as applicable, on the settlement date, in accordance with the terms of the Indentures. Neither this statement nor the tender offers constitute a notice of redemption under the provisions of the Indentures.
Requests for documents relating to the tender offers may be directed to D.F. King & Co., Inc., the information agent for the tender offers, at (800) 628-8510 (Toll-Free) or (212) 269-5550, by email at firstname.lastname@example.org, or via the following web address: www.dfking.com/mmlp. Wells Fargo Securities, LLC acted as the Dealer Manager for the tender offers. Questions regarding the tender offers may be directed to the Dealer Manager at (866) 309-6316 (toll-free) or (704) 410-4756 (collect).
This press release does not constitute a notice of redemption under the optional redemption provisions of the Indentures, nor does it constitute an offer to sell, or a solicitation of an offer to buy, any security, including the New Notes or the Existing Notes, nor does it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
MMLP, headquartered in Kilgore, Texas, is a publicly traded limited partnership with a diverse set of operations focused primarily in the Gulf Coast region of the United States. MMLP’s primary business lines include: (1) terminalling, processing, storage, and packaging services for petroleum products and by-products; (2) land and marine transportation services for petroleum products and by-products, chemicals, and specialty products; (3) sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and (4) natural gas liquids marketing, distribution, and transportation services.
All statements in this release other than historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements and all references to financial estimates rely on a number of assumptions concerning future events and are subject to a number of uncertainties, including (i) the effects of the continued volatility of commodity prices and the related macroeconomic and political environment, (ii) risks and uncertainties related to the capital markets generally, (iii) whether the Issuers will consummate the offering of the New Notes and (iv) other factors, many of which are outside its control, which could cause actual results to differ materially from such statements. While MMLP believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in anticipating or predicting certain important factors. A discussion of these factors, including risks and uncertainties, is set forth in MMLP’s annual and quarterly reports filed from time to time with the Securities and Exchange Commission. MMLP disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise except where required to do so by law.
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Chief Financial Officer