Genesis Energy, L.P. Announces Tender Offer for up to $385 Million Aggregate Principal Amount of Its 8.0% Senior Notes Due 2027
06 December 2024 - 1:16AM
Business Wire
Genesis Energy, L.P. (NYSE: GEL) today announced the
commencement of a cash tender offer to purchase up to $385 million
(the “Tender Cap”) of the outstanding aggregate principal amount of
the 8.0% senior notes due 2027 (the “Notes”) that we co-issued with
our subsidiary, Genesis Energy Finance Corporation (such
transaction, the “Tender Offer”). As of December 5, 2024,
$981,245,000 aggregate principal amount of the Notes were
outstanding. The Tender Offer is being made pursuant to the terms
and conditions of an offer to purchase, dated as of December 5,
2024 (as may be amended or supplemented from time to time, 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Notes validly tendered and not validly withdrawn at or prior to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withdrawn after the Early Tender Deadline but at or prior to 5:00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tendered and not validly withdrawn by the Early Tender Deadline is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validly tendered and not validly withdrawn after the Early Tender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 was 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 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20241205461743/en/
Genesis Energy, L.P. Dwayne Morley VP – Investor Relations (713)
860-2536
Genesis Energy (NYSE:GEL)
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