NUSTAR ENERGY L.P. Item 7.01 Regulation FD Disclosure.
OnMay 19, 2020 ,NuStar Logistics, L.P. (the "Company"), a wholly owned subsidiary ofNuStar Energy L.P. ("NuStar Energy"), priced a reoffering of$322.1 million of bonds (the "Bonds") pursuant to a reoffering agreement by and between the Company andJ.P. Morgan Securities LLC , as representative of the remarketing agents named therein (the "Remarketing Agents"). The Company will not receive any proceeds from the reoffering and the reoffering will not increase the Company's outstanding debt. The proceeds of the reoffering of the Bonds will be used to pay the purchase price of the Bonds upon their mandatory tender for purchase onJune 3, 2020 (the "Conversion Date") upon the conversion of the Bonds from a Weekly Rate to a Long-Term Rate. The Bonds are theParish of St. James , State of Louisiana Revenue Bonds (NuStar Logistics, L.P. Project) Series 2008, Series 2010, Series 2010A, Series 2010B and Series 2011 issued by theParish of St. James pursuant to indentures datedJune 1, 2008 ,July 1, 2010 ,October 1, 2010 ,December 1, 2010 andAugust 1, 2011 , respectively, and the proceeds of which were made available to the Company through Lease Agreements between the Company and theParish of St. James on those same dates. After the Conversion Date, the payment obligations of the Company under the Lease Agreements will be guaranteed byNuStar Energy and its wholly owned subsidiary,NuStar Pipeline Operating Partnership L.P.
After the Conversion Date, the Bonds will accrue interest at the interest rates set forth below. The Long-Term Rate period for the Bonds will end on the Mandatory Purchase Date set forth below and, at such time, the Bonds will potentially be remarketed with a new rate established.
First Mandatory
Interest Interest Purchase Date
Payment Payment (if Original Maturity
Series Par Amount Interest Rate Dates Date applicable) Issue Date Date
Series 2008 $55,440,000 6.10 % June 1 December June 1, June 26, June 1,
and 1, 2020 2030 2008 2038
December
1
Series 2010
- July 15, July 1,
and 1, 2020 2010 2040
December
1
Series 2010A $43,300,000 6.35 % June 1 December
- October 7, October 1,
and 1, 2020 2010 2040
December
1
Series 2010B $48,400,000 6.10 % June 1 December June 1, December December
and 1, 2020 2030 29, 2010 1, 2040
December
1
Series 2011 $75,000,000 5.85 % June 1 December June 1, August 9, August 1,
and 1, 2020 2025 2011 2041
December
1
The reoffering agreement contains customary representations, warranties and
agreements of the Company and other customary obligations of the parties and
termination provisions. The agreement also provides for the indemnification by
the Company of the Remarketing Agents against certain liabilities, including
liabilities under the Securities Act of 1933, as amended. The transaction is
expected to close on June 3, 2020 , subject to customary closing conditions.
Forward-looking Statements
This Current Report on Form 8-K includes forward-looking statements regarding
future events, including the timing and completion of the conversion and
remarketing. All forward-looking statements are based on NuStar Energy's beliefs
as well as assumptions made by and information currently available to NuStar
Energy . These statements reflect NuStar Energy's current views with respect to
future events and are subject to various risks, uncertainties and assumptions.
These risks, uncertainties and assumptions are discussed in NuStar Energy's
Annual Report on Form 10-K for the year ended December 31, 2019 , Quarterly
Report on Form 10-Q for the quarter ended March 31, 2020 and subsequent filings
with the Securities and Exchange Commission . NuStar Energy undertakes no
obligation to update or revise any forward-looking statement except as may be
required by applicable law.
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