Calumet announces early results of oversubscribed exchange offer

Chicago, July 20 – Calumet Specialty Products Partners, LP and Calumet Finance Corp. announced the early results of a private offer to exchange up to $200 million of their $350 million 7 5/8% senior notes due 2022 (Cusip: 131477AL5) for up to $200 million of newly issued 9¼% senior secured first-lien notes due 2024, according to a press release.

The offer was oversubscribed with $308,529,000 principal amount of notes tendered.

The offer will be prorated, but no priority will be given to noteholders who tendered before the expiration time over noteholders who tender after the early tender time.

As reported on July 6, eligible holders tendering their 2022 notes at or prior to 5 p.m. ET on July 17, the early tender time, will be eligible to receive $1,000 principal amount of new notes for each $1,000 principal amount of 2022 notes tendered for exchange.

Holders tendering their 2022 notes after the early tender time and at or prior to 11:59 p.m. ET on July 31, the expiration date, will be eligible to receive $950 principal amount of new notes for each $1,000 principal amount of 2022 notes accepted for exchange.

The issuers expect the settlement date to be Aug. 5.

Consent solicitation

Also previously reported, in connection with the exchange offer, the issuers are soliciting consents from holders of their outstanding 11% senior notes due 2025 to some proposed amendments to the indenture governing the 2025 notes to allow for the issuers to complete the exchange offer.

The issuers must receive consents from holders representing at least a majority of the outstanding principal amount of 2025 notes to adopt the proposed amendments.

Upon receipt of the requisite consents to the proposed amendments, holders of the 2025 notes who validly deliver consents at or prior to 11:59 p.m. ET on July 31 will receive a cash consideration equal to $2.50 per $1,000 in principal amount of 2025 notes.

As of 5 p.m. ET on July 17, noteholders representing $500,000 principal amount of notes, or 0.09% of the outstanding 2025 notes, had validly delivered consents. The issuers have not received enough consents to amend the notes as of the early deadline.

The exchange offer is not conditioned upon any minimum amount of 2022 notes tendered or the receipt of the requisite consents to the proposed amendments.

Agent and manager

The information agent and exchange agent is D.F. King & Co. Inc. (800 515-4479 toll-free, 212 269-5550 for banks and brokers, calumet@dfking.com).

Barclays is the dealer manager in the exchange offer.

Calumet is an Indianapolis-based master limited partnership and a producer of fuel products and specialty hydrocarbon products.

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