TransMontaigne Inc. (NYSE: TMG) today announced that its wholly-owned subsidiary, TransMontaigne Product Services Inc. ("TransMontaigne"), completed the purchase of certain liquefied petroleum gas assets (the "LPG Assets") from Rio Vista Energy Partners L.P. (NASDAQ: RVEP) and Penn Octane Corporation (PINK SHEETS: POCC) in accordance with the respective Purchase and Sale Agreements between Rio Vista, Penn Octane and TransMontaigne, each amended and restated as of August 15, 2006 (each a "Restated PSA"). The LPG Assets acquired by TransMontaigne from Rio Vista include: Rio Vista's Brownsville, Texas, terminal and refined products tank farm, together with associated improvements, leases, easements, licenses and permits; Rio Vista's LPG sale agreement with P.M.I. Trading Limited ("PMI."); and all of Rio Vista's associated LPG inventory. Total cash consideration paid to Rio Vista was $7,092,416, following adjustments and payments provided for in the Restated PSA. In addition, pursuant to an LPG Transportation Agreement, TransMontaigne has agreed to exclusively use the services and retained assets of Rio Vista on a fee basis for the transportation of LPG to be delivered into northeastern Mexico and/or LPG sold pursuant to the PMI LPG sale agreement. TransMontaigne also completed the purchase of the LPG Assets of Penn Octane which include: Penn Octane's pipeline lease with Seadrift Pipeline Corporation, together with associated improvements, leases, easements, licenses and permits; Penn Octane's LPG supply agreement with Exxon Company, U.S.A.; and all of Penn Octane's associated LPG inventory. Total cash consideration paid to Penn Octane was $9,820,126, following adjustments provided in the Restated PSA. Pursuant to the respective Restated PSAs, TransMontaigne will assume both Rio Vista and Penn Octane's obligations arising after the closing under the contracts included in the respective LPG Assets purchased. "We are pleased to announce the closing of the related transactions with both Rio Vista and Penn Octane, which allows us to further expand our Brownsville facilities, as well as our existing relationship with PMI," said William S. Dickey, Executive Vice President/COO. To the extent that the acquired assets generate master limited partnership qualified income, TransMontaigne Partners L.P. (NYSE: TLP) has an existing right to acquire them from TransMontaigne Inc. over the next two years. TransMontaigne Inc. is a refined petroleum products marketing and distribution company based in Denver, Colorado, with operations in the United States, primarily in the Gulf Coast, Midwest and East Coast regions. The Company's principal activities consist of (i) terminal, pipeline, and tug and barge operations, (ii) marketing and distribution, and (iii) supply chain management services. The Company's customers include refiners, wholesalers, distributors, marketers, and industrial and commercial end-users of refined petroleum products. Corporate news and additional information about TransMontaigne Inc. is available on the Company's web site: www.transmontaigne.com. Forward-Looking Statements This press release includes statements that may constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. This information may involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected.
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