Global Partners LP Announces Full Redemption of Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units

Rhea-AI Summary

Global Partners LP (GLP) announced the redemption of all $69,000,000 of its Series A Preferred Units on April 15, 2024, at a redemption price of $25.00 per share. Trading of the units on the NYSE will cease on the Redemption Date. Non-U.S. investors are subject to federal income tax withholding on distributions and sales transactions.

Insights

Financial Analyst

The redemption of Global Partners LP's Series A Preferred Units represents a strategic financial decision that impacts both the company's capital structure and its preferred shareholders. By redeeming these units, Global is opting to retire a portion of its capital that is likely carrying a higher cost compared to other financing options, such as lower-interest debt instruments or equity at current market prices. This move could be indicative of management's confidence in the company's cash flow generation, as the redemption will require a significant cash outlay.

From a shareholder perspective, this redemption eliminates a fixed-income investment option, which may have been appealing for its stability and predictable distributions. Investors should note the potential tax implications, especially for non-U.S. investors, due to the withholding tax requirements. The cessation of trading before the redemption date may also affect liquidity and trading strategies for current shareholders of these preferred units.

Tax Expert

The tax implications of this redemption are noteworthy, particularly the withholding tax on distributions to non-U.S. investors. The treatment of one hundred percent of Global's distributions as effectively connected income suggests that the company operates in a manner that subjects it to U.S. tax jurisdiction for these investors. The additional ten percent withholding is a significant tax burden and may influence the attractiveness of Global's securities to international investors.

Brokers and nominees acting as withholding agents will need to navigate the complexities of these regulations to ensure compliance. This redemption event could serve as a reminder for investors to review their portfolios for similar tax exposures and for companies to consider the tax consequences of their capital market activities on their investor base.

Market Research Analyst

Global Partners LP's decision to redeem its Series A Preferred Units will likely be viewed favorably by analysts who see debt restructuring as a means to optimize the company's balance sheet. The preferred units' redemption is aligned with broader market trends, where firms seek to capitalize on favorable financing conditions to reduce higher-cost capital. However, the impact on the stock market will be limited to the company's specific securities, with minimal broader market implications.

The redemption price set at $25.00 per share, along with accrued distributions, is a standard practice. Investors should consider the timing of the redemption and the potential opportunity cost of being invested in these preferred units until the redemption date. The redemption could also signal management's assessment of future interest rate movements and their impact on financing costs.

WALTHAM, Mass.--(BUSINESS WIRE)-- Global Partners LP (NYSE: GLP) (“Global”) today announced that it intends to redeem all $69,000,000 of its 2,760,000 issued and outstanding Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (the “Series A Preferred Units”) (CUSIP: 37946R208). All of the Series A Preferred Units are maintained in book-entry form registered in the name of The Depository Trust Company or its nominee and will be redeemed in accordance with the applicable procedures of The Depository Trust Company or such nominee.

The redemption date will be April 15, 2024 (the “Redemption Date”). The Series A Preferred Units will be redeemed at a redemption price of $25.00 per share, plus an amount equal to all unpaid and accrued distributions thereon to, but excluding, the Redemption Date, less any applicable tax withholding as required by law (the “Redemption Price”), which will be payable in cash on the Redemption Date. After the Redemption, Series A Preferred Units will no longer be outstanding and all of the rights of the holders of Series A Preferred Units will terminate, except the right to receive the Redemption Price. Furthermore, because all of the issued and outstanding shares of Series A Preferred Units are being redeemed, trading of the Series A Preferred Units on the New York Stock Exchange (the “NYSE”) will cease prior to market open on the Redemption Date (or, if such date is not a business day, the following business day). The Series A Preferred Units currently trade on the NYSE under the symbol “GLP pr A”.

We are required to provide qualified notice to brokers and nominees that hold Series A Preferred Units on behalf of non-U.S. investors under Treasury Regulation Sections 1.1446-4(b) and (d) and 1.1446(f)-4(c)(2)(iii). Brokers and nominees should treat one hundred percent (100%) of Global’s distributions to non-U.S. investors as being attributable to income that is effectively connected with a United States trade or business. In addition, brokers and nominees should treat one hundred percent (100%) of the distribution as being in excess of cumulative net income for purposes of determining the amount to withhold. Accordingly, Global’s distributions to non-U.S. investors are subject to federal income tax withholding at a rate equal to the highest applicable effective tax rate plus ten percent (10%). Nominees, and not Global, are treated as the withholding agents responsible for withholding on the distributions received by them on behalf of non-U.S. investors.

Separately, for the purposes of withholding on sales transactions by non-U.S. investors under Treasury Regulation Section 1.1446(f)-4(a)(2), brokers should treat one hundred percent (100%) of the proceeds attributable to the sale of Series A Preferred Units as being attributable to a U.S. trade or business.

The notice of redemption and related materials are being distributed to holders of record of Series A Preferred Units as of March 15, 2024. Questions regarding the redemption of the Series A Preferred Units, or the procedures therefore, may be directed to Equiniti Trust Company, LLC, the redemption agent, at:

Equiniti Trust Company, LLC
48 Wall Street, 22nd Floor
New York, NY 10005
Tel: (718) 921.8200

About Global Partners LP

Building on a legacy that began more than 90 years ago, Global Partners has evolved into a Fortune 500 company and industry-leading integrated owner, supplier, and operator of liquid energy terminals, fueling locations, and guest-focused retail experiences. Global operates or maintains dedicated storage at 49 liquid energy terminals—with connectivity to strategic rail, pipeline, and marine assets—spanning from Maine to Florida and into the U.S. Gulf States. Through this extensive network, the company distributes gasoline, distillates, residual oil, and renewable fuels to wholesalers, retailers, and commercial customers. In addition, Global owns, supplies, and operates over 1,700 retail locations across 12 Northeast states, the Mid-Atlantic, and Texas, providing the fuels people need to keep them on the go at their unique guest-focused convenience destinations. Recognized as one of Fortune’s Most Admired Companies, Global Partners is embracing and diversifying to meet the needs of the energy transition.

Global, a master limited partnership, trades on the New York Stock Exchange under the ticker symbol “GLP.” For additional information, visit www.globalp.com.

Forward-Looking Statements

Certain statements and information in this press release may constitute “forward-looking statements,” including statements regarding the Redemption and its expected timing. The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could” or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on Global’s current expectations and beliefs concerning future developments and their potential effect on Global. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting Global will be those that it anticipates. Forward-looking statements involve significant risks and uncertainties (some of which are beyond Global’s control) and assumptions that could cause actual results to differ materially from Global’s historical experience and present expectations or projections. The assumptions and future performance are subject to a wide range of business risks, uncertainties and factors, which are described in our filings with the Securities and Exchange Commission (the “SEC”).

For additional information regarding known material factors that could cause actual results to differ from Global’s projected results, please see Global’s filings with the SEC, including its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Global undertakes 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 source version on businesswire.com: https://www.businesswire.com/news/home/20240314703645/en/

Gregory B. Hanson

Chief Financial Officer

Global Partners LP

(781) 894-8800

Sean T. Geary

Chief Legal Officer and Secretary

Global Partners LP

(781) 894-8800

Source: Global Partners LP

FAQ

When will Global Partners LP redeem its Series A Preferred Units?

Global Partners LP will redeem all its Series A Preferred Units on April 15, 2024.

What is the redemption price for the Series A Preferred Units?

The redemption price for the Series A Preferred Units is $25.00 per share.

Where are the Series A Preferred Units currently trading?

The Series A Preferred Units are currently trading on the NYSE under the symbol 'GLP pr A'.

Who is responsible for federal income tax withholding on distributions to non-U.S. investors?

Nominees, and not Global Partners LP, are responsible for withholding federal income tax on distributions to non-U.S. investors.

Where can holders of record direct questions regarding the redemption of Series A Preferred Units?

Questions regarding the redemption can be directed to Equiniti Trust Company, at 48 Wall Street, 22nd Floor, New York, NY 10005 or by calling (718) 921.8200.