Calumet Specialty Products Partners, LP Announces Strategic Transactions in Its Renewable Diesel Business

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INDIANAPOLIS, November 19, 2021 / PRNewswire / – Calumet Specialty Products Partners, LP (NASDAQ: CLMT) (Calumet “) today announced a series of strategic transactions as part of its renewable diesel business. The transactions establish Montana Renewables, LLC (MRL “) as a pure and unlimited renewable energy subsidiary of Calumet. MRL closed on a $ 300 million investment in convertible debt of funds managed by Oaktree Capital Management, LP (Oaktree “). MRL also closed on a $ 145 million preferred shareholding by Calumet. Calumet holds 100% of the capital of MRL.

Pipeoperations in Montana now include two fully independent business lines: renewable energy through MRL and conventional Canadian crude refining through Calumet Montana Refining LLC (“CMR”).

MRL will complete its in-flight capital projects and is expected to become one of the most advantaged renewable diesel producers in North America. LMRs the existing metallurgy of the 317L stainless steel hydrocracker is well suited to processing renewable raw materials; MRL’s unique renewable hydrogen project further reduces carbon intensity and maximizes renewable diesel production; and a new state-of-the-art raw material pre-processor, combined with proximity to temperate oilseed and low-carbon markets, will provide MRL with significant procurement and logistics advantages.

CMR will continue to own and operate the conventional specialty refinery at Great Falls with a reconfigured processing capacity of 12,000 barrels per day of Canadian crude. The refinery is focused on producing high quality specialty asphalt, as well as meeting local demand for conventional fuels. CMR expects that the refinery will generate 60% of the historical adjusted EBITDA (before conversion) after the separation of the hydrocracker. Calumet holds 100% of CMR’s capital.

As a result of these transactions, Calumet received net cash proceeds of approximately $ 199 million and began reducing its outstanding debt by issuing a repayment notice today for the $ 80 million the outstanding principal of its 7.625% senior bonds maturing in 2022.

CEO of Calumet Steve mawer noted, We have a clear vision for Calumet, and we have implemented it through the re-segmentation of our business at the start of the year and now by putting in place arguably the best renewable diesel conversion project in North America. 2021 has been a year of tremendous value creation for our unitholders and we are very happy to end the year by forming this partnership at Montana Renewables with Oaktree. These operations advance CalumetMRL’s vision as a self-sustaining, high-growth and pure renewable fuels company. “

Bruce fleming, EVP Montana Renewables, added, We concluded that a financial partner would give us the ability to separate the renewable diesel business, as a first step to create maximum value for unitholders. Once we decided that, Oaktree’s tremendous expertise and creativity made them a natural partner in building this exciting venture for future options targeting “post-money” alternatives for MRL. “

We are delighted to partner with Calumet to support the development and expansion of its renewable diesel business. These Great Falls assets are well positioned for growth and this transaction establishes Calumet as an innovative player in the important shift towards sustainable energy. Weare proud to support Calumets to advance the energy transition ”, declared Jared parker, Managing Director of Oaktrees Global Opportunities Fund.

transaction details

  • MRL acquired Calumet’s existing high metallurgical hydrocracker and related assets in Great Falls, Montana
  • MRL has closed a 3-year contract $ 300 million senior secured convertible term loan issued by Oaktree
  • MRL closed a $ 145 million preferred investment in Calumet shares, composed of $ 44 million for the capital expenditure of the renewable diesel project to date and $ 101 million cash
  • MRL designated as an unrestricted subsidiary of Calumet and will operate with its own board of directors
  • MRL has entered into a toll agreement with CMR which should pay off $ 30 million cash in excess of the cost of service on an annualized basis in exchange for operating its hydrocracker according to Calumet’s instructions before converting to renewable generation
  • MRL has entered into management, operating and other service agreements with Calumet to support the continued development and subsequent operation of the Renewable Diesel Conversion Project.
  • MRL signed a $ 50 million letter of intent with Stonebriar Commercial Finance (“Stonebriar”) to finance a renewable hydrogen plant to maximize renewable diesel production and further reduce the carbon intensity (CI) of MRL products
  • MRL signed a letter of intent with Macquarie for the financing of renewable energy stocks

MRL closed on the Oaktree Term Loan, Calumet Preferred Shares and certain related transactions on November 18, 2021. The Stonebriar and Macquarie transactions are expected to close by the first quarter of next year.

For more information, a presentation accompanying this press release can be found in the Investor Relations section of Calumet’s website at www.calumetspecialty.com.

Calumet also announced its intention to attend the 2021 Cowen Energy Summit on December 1 and 2, 2021, the BofA Securities Leveraged Finance conference on December 1 and 2, 2021, and the Wells Fargo Virtual Midstream, Utility & Renewables Symposium on December 8-9, 2021.

Advisers

Cowen and Company, LLC and Intrepid Partners, LLC acted as financial advisers and Gibson, Dunn & Crutcher LLP acted as legal counsel to Calumet. Guggenheim Securities acted as financial advisor and Latham & Watkins, LLP as legal advisor to Oaktree.

Caution regarding forward-looking statements

Certain statements and information contained in this press release may constitute “forward-looking statements”. The words “may”, “believe”, “expect”, “anticipate”, “estimate”, “continue”, “plan”, “intend”, “foresee”, “should”, “should” “,” Could “or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature, although such words are not necessary. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause our actual results to differ materially from our historical experience and our current expectations or projections. We caution that these statements, including outlook for renewable energy or specialty asphalt refinery, transaction benefits, future actions (including public market transactions), are not guarantees of performance. futures and you should not place undue reliance on them, as they involve risks, uncertainties and assumptions that we cannot predict. In addition, we have based many of these forward-looking statements on assumptions about future events which may prove to be incorrect. While our management considers these assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond control. our control, including risks relating to available capital, actions of third parties (including customers, regulators and sources of funding), construction and commodity prices. Therefore, our actual results may differ materially from the future performance that we have expressed or expected in our forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made. We assume 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, except to the extent required by law. applicable law.

For more information, please see our filings with the Securities and Exchange Commission (“SEC”), including risk factors and other caveats in our latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents. with the SEC.

About Calumet Specialty Products Partners, LP

Calumet manufactures, formulates and markets a diverse line of specialty branded products to customers in various industrial and consumer markets. Calumet is headquartered at Indianapolis, IN and operates twelve facilities across North America. More information can be found at www.calumetspecialty.com and www.montana-renewables.com.

About Oaktree Capital

Oaktree is a leader among global investment managers specializing in alternative investments, with $ 158 billion in assets under management at September 30, 2021. The company emphasizes an opportunistic, value-driven, risk-controlled approach to investments in credit, private equity, real assets and listed equities. The company has more than 1,000 employees and offices in 19 cities around the world. For more information, please visit Oaktreewebsite at www.oaktreecapital.com.

SOURCE Calumet Specialized Products Partners, LP

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https://www.calumetspecialty.com/

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