Genesis Energy, L.P. Announces Increase to Previously Announced Tender Offer for its 8.0% Senior Notes due 2027

Rhea-AI Summary

Genesis Energy (NYSE: GEL) has increased the maximum aggregate principal amount of its 8.0% Senior Notes due 2027 that it will accept for purchase in its tender offer from $385 million to $575 million. Notes tendered by the Early Tender Deadline (December 18, 2024) will receive $1,021.90 per $1,000 principal amount, including a $30.00 early tender payment. Notes tendered after the Early Tender Deadline but before the Expiration Time (January 6, 2025) will receive $991.90 per $1,000 principal amount.

Settlement dates are expected on December 20, 2024 for early tenders and January 8, 2025 for regular tenders. The offer is contingent upon receiving sufficient funding from future senior notes offerings but not on any minimum tender amount. The company intends, but is not obligated, to redeem additional notes equal to the Tender Offer Cap after the tender offer completion.

Positive

• Increased tender offer capacity from $385M to $575M, showing stronger debt management initiative
• Early tender premium of $30 per $1,000 principal amount incentivizes participation
• Company plans to refinance through new senior notes offering, potentially at better terms

Negative

• Additional debt required through new senior notes offering to fund the tender offer
• Higher tender offer amount indicates larger debt restructuring needs

Insights

Financial Analyst

This tender offer expansion from $385 million to $575 million represents a significant debt management initiative by Genesis Energy. The company is offering a premium of $21.90 per $1,000 principal amount for early tenders, which should incentivize substantial participation from noteholders. The increased tender cap suggests strong market reception and potentially improved financial flexibility for Genesis.

The planned refinancing through new senior notes issuance indicates a strategic move to optimize the company's debt structure, likely taking advantage of current market conditions. While the total cost includes a premium payment, this could result in reduced interest expenses if the new notes carry a lower interest rate than the current 8.0%. The optional redemption right for remaining notes provides additional flexibility in managing the company's capital structure.

Market Research Analyst

The expanded tender offer signals strong market demand and Genesis Energy's commitment to liability management. The tiered pricing structure - $1,021.90 for early tenders versus $991.90 for later submissions - creates urgency and should drive rapid participation. The timing, spanning year-end, may benefit institutional investors looking to optimize their portfolios.

The contingency on new senior notes financing suggests confidence in market conditions and investor appetite. The increased size from the initial announcement indicates favorable reception from both existing noteholders and potential new investors. This transaction could improve Genesis's debt profile and potentially lead to positive rating agency actions if the new financing comes at more favorable terms.

HOUSTON--(BUSINESS WIRE)-- Genesis Energy, L.P. (NYSE: GEL) announced today, in connection with our previously announced cash tender offer (the “Tender Offer”) for our 8.0% Senior Notes due 2027 ( “Notes”), that we have increased the maximum aggregate principal amount of Notes that we will accept for purchase in the Tender Offer from $385 million to $575 million (as hereby amended, the “Tender Offer Cap”), on the terms and conditions of the offer to purchase, dated as of December 5, 2024 (as amended by the terms set forth herein, the “Offer to Purchase”).

Notes validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on December 18, 2024, unless extended (such time and date as the same may be extended the “Early Tender Deadline”), will be eligible to receive a purchase price of $1,021.90 per $1,000 principal amount of Notes tendered, including an early tender payment of $30.00 per $1,000 principal amount of the Notes tendered. Notes validly tendered and not validly withdrawn after the Early Tender Deadline but at or prior to 5:00 p.m., New York City time, on January 6, 2025, unless extended or earlier terminated (such time and date as the same may be extended the “Expiration Time”), will be eligible to receive a purchase price of $991.90 per $1,000 principal amount of Notes tendered. Tendering holders will also receive accrued and unpaid interest from the last interest payment date to, but not including, the applicable settlement date. Settlement for the Notes validly tendered and not validly withdrawn by the Early Tender Deadline is expected to occur on December 20, 2024 and settlement for the Notes validly tendered and not validly withdrawn after the Early Tender Deadline but at or prior to the Expiration Time is expected to occur on January 8, 2025, in each case assuming the Early Tender Deadline and Expiration Time, respectively, are not extended by us and that the Tender Offer is not terminated by us.

The Tender Offer is contingent upon, among other things, the receipt by us after the date hereof of net proceeds from one or more offerings of senior notes by us (the “Financing”) which will provide us with an amount of funds that is sufficient in our reasonable discretion to fund the purchase of all the Notes that would be accepted for payment in the Tender Offer, assuming the Tender Offer were fully subscribed. The Tender Offer is not conditioned on any minimum amount of Notes being tendered. We may amend, extend or terminate the Tender Offer in our sole discretion, subject to applicable law. We expressly reserve the right, in our sole discretion, subject to applicable law, to terminate the Tender Offer at any time prior to the Expiration Time. We will not be required to purchase any of the Notes tendered unless certain conditions have been satisfied.

We currently intend, but are not obligated, to exercise our right to redeem Notes in an aggregate principal amount that together with the aggregate principal amount of notes purchased in the Tender Offer would equal the Tender Offer Cap. However, we may, but are not obligated to, redeem a greater amount of Notes that remain outstanding after completion of the Tender Offer.

Subject to certain exceptions, tendered Notes can only be withdrawn before 5:00 p.m., New York City time, on the Early Tender Deadline, unless extended (such time and date as the same may be extended the “Withdrawal Deadline”). Following the Withdrawal Deadline, holders who have tendered their Notes may not withdraw such Notes unless we are required to extend withdrawal rights under applicable law.

In connection with the Tender Offer, we have retained Wells Fargo Securities, LLC as the Dealer Manager. Questions regarding the Tender Offer should be directed to Wells Fargo Securities, LLC by calling collect at (704) 410-4820 or toll free at (866) 309-6316. Requests for copies of the Offer to Purchase and related documents should be directed to D.F. King & Co., Inc., the Tender Agent and Information Agent for the Tender Offer, at (866) 342-4883 (toll free).

This announcement supersedes our prior announcement dated December 5, 2024 pertaining to the Tender Offer.

This press release is not an offer to purchase or a solicitation of an offer to sell with respect to any Notes or any other securities. Any offer to purchase the Notes will be made by means of an Offer to Purchase. No offer to purchase will be made in any jurisdiction in which such an offer to purchase would be unlawful. In addition, nothing contained herein constitutes a notice of redemption of the Notes. No recommendation is made as to whether holders of the Notes should tender their Notes.

This press release includes forward-looking statements as defined under federal law. Although we believe that our expectations are based upon reasonable assumptions, no assurance can be given that our goals will be achieved, including statements related to the Tender Offer. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are publicly available on our website at https://www.genesisenergy.com/. Actual results may vary materially. We undertake no obligation to publicly update or revise any forward- looking statement.

Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas. Genesis’ operations include offshore pipeline transportation, soda and sulfur services, marine transportation and onshore facilities and transportation. Genesis’ operations are primarily located in the Gulf Coast region of the United States, Wyoming and the Gulf of Mexico.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241205607776/en/

Genesis Energy, L.P.

Dwayne Morley

VP – Investor Relations

(713) 860-2536

Source: Genesis Energy, L.P.

FAQ

What is the new maximum amount for Genesis Energy's (GEL) tender offer?

Genesis Energy has increased the tender offer maximum amount from $385 million to $575 million for its 8.0% Senior Notes due 2027.

When is the Early Tender Deadline for GEL's tender offer?

The Early Tender Deadline is 5:00 p.m., New York City time, on December 18, 2024.

How much will GEL pay for notes tendered during the early tender period?

GEL will pay $1,021.90 per $1,000 principal amount of Notes tendered during the early tender period, including a $30.00 early tender payment.

What is the expiration date for GEL's tender offer?

The tender offer expires at 5:00 p.m., New York City time, on January 6, 2025, unless extended or terminated earlier.