Calumet Specialty Products Partners, L.P. Announces Details Surrounding its Exchange Offer and Consent Solicitation

Rhea-AI Summary

Calumet Specialty Products Partners, L.P. (NASDAQ: CLMT) has announced the early results of its private exchange offer for holders of its 7.625% Senior Notes due 2022, allowing them to exchange for newly issued 9.25% Senior Secured First Lien Notes due 2024. As of July 20, 2020, approximately 55.9% of the 2022 Notes and 65.8% of the 2025 Notes' holders have participated. The Exchange Offer and Consent Solicitation will expire on July 31, 2020. Barclays is the sole dealer manager for the Exchange Offer.

Positive

• Approximately 55.9% of 2022 Notes holders are participating in the Exchange Offer.
• Expected total consents for the 2025 Notes is about 65.9%, aiding in the completion of the Exchange Offer.

Negative

• None.

INDIANAPOLIS, July 24, 2020 /PRNewswire/ -- On July 20, 2020, Calumet Specialty Products Partners, L.P. ("Calumet" or the "Company") (NASDAQ: CLMT) and Calumet Finance Corp. ("Finance Corp." and, together with the Company, the "Issuers") announced the early results of their (i) private exchange offer (the "Exchange Offer") to certain holders of their 7.625% Senior Notes due 2022 (the "2022 Notes") to exchange 2022 Notes for newly issued 9.25% Senior Secured First Lien Notes due 2024 (the "New Notes") and (ii) solicitation (the "Consent Solicitation") of consents (the "Consents") from holders of their outstanding 11.00% Senior Notes due 2025 (the "2025 Notes") to allow the Issuers to consummate the Exchange Offer. The Exchange Offer and Consent Solicitation will expire at 11:59 p.m., New York City time, on July 31, 2020, unless extended or earlier terminated by the Issuers in their sole discretion.

As previously announced, the Issuers entered into a Support Agreement, dated July 6, 2020 with holders (the "Supporting Holders") of approximately 55.9% of the aggregate principal amount of the outstanding 2022 Notes and 65.8% of the aggregate principal amount of the outstanding 2025 Notes.  The Supporting Holders have tendered their 2022 Notes and are committed to deliver their Consents on the 2025 Notes prior to expiration of the Consent Solicitation.  With the Consents from the Supporting Holders representing approximately 65.8% of the aggregate principal amount of the outstanding 2025 Notes and the other Consents separately submitted to and accounted for by D.F. King & Co. Inc., the Company currently expects total Consents to be delivered in the Consent Solicitation of approximately 65.9% of the aggregate principal amount of the outstanding 2025 Notes. As a result, the Company expects to receive Consents required to amend the indenture governing the 2025 Notes and close the Exchange Offer on the timeline disclosed in the offering memorandum related to the Exchange Offer.

Questions regarding the Consent Solicitation may be directed to D.F. King & Co. Inc. by phone at (800) 515-4479 (toll free) or (212) 269-5550 (collect) or by e-mail at calumet@dfking.com. Requests for copies of the offering memorandum related to the Exchange Offer and consent solicitation statement related to the Consent Solicitation may be directed to D.F. King & Co. Inc. at (800) 515-4479 (toll free) or by email to calumet@dfking.com.

The New Notes and the Exchange Offer have not been and will not be registered with the U.S. Securities and Exchange Commission (the "SEC") under the Securities Act, or any state or foreign securities laws. The New Notes may not be offered or sold in the United States or for the account or benefit of any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offer is not being made to holders of 2022 Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to purchase or sell any securities, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Barclays is acting as the sole dealer manager in the Exchange Offer.

Calumet Specialty Products Partners, L.P.

Calumet Specialty Products Partners, L.P. (NASDAQ: CLMT) is a master limited partnership and a leading independent producer of high-quality, specialty hydrocarbon products in North America. Calumet processes crude oil and other feedstocks into customized lubricating oils, solvents and waxes used in consumer, industrial and automotive products; produces fuel products including gasoline, diesel and jet fuel. Calumet is based in Indianapolis, Indiana, and operates ten manufacturing facilities located in northwest Louisiana, northern Montana, western Pennsylvania, New Jersey, Texas, and eastern Missouri.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements and information in this press release may constitute "forward-looking statements." The statements discussed in this press release that are not purely historical data are forward-looking statements, including, but not limited to, the statements regarding (i) the timing of the Exchange Offer and the Consent Solicitation and the expected participation by certain holders of 2022 Notes and 2025 Notes, (ii) the effect, impact, potential duration or other implications of the ongoing novel coronavirus pandemic and global crude oil production levels on our business and operations, (iii) our expectation regarding our business outlook and cash flows, (iv) our expectation regarding anticipated capital expenditures and strategic initiatives, and (v) our ability to meet our financial commitments, debt service obligations, contingencies and anticipated capital expenditures. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause our actual results to differ materially from our historical experience and our present expectations. For additional information regarding known material risks, uncertainties and other factors that can affect future results, please see our filings with the SEC, including our latest Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

View original content:http://www.prnewswire.com/news-releases/calumet-specialty-products-partners-lp-announces-details-surrounding-its-exchange-offer-and-consent-solicitation-301099304.html

SOURCE Calumet Specialty Products Partners, L.P.

FAQ

What is Calumet Specialty Products Partners' latest announcement regarding their Exchange Offer?

Calumet announced an exchange offer for holders of its 7.625% Senior Notes due 2022, allowing them to swap for newly issued 9.25% Senior Secured First Lien Notes due 2024.

When will the Exchange Offer and Consent Solicitation for CLMT expire?

The Exchange Offer and Consent Solicitation will expire on July 31, 2020.

How many holders have participated in the Consent Solicitation for CLMT's 2025 Notes?

As of July 20, 2020, approximately 65.8% of the holders of the 2025 Notes have participated in the Consent Solicitation.

Who is the dealer manager for Calumet's Exchange Offer?

Barclays is acting as the sole dealer manager for the Exchange Offer.