Delek Logistics Partners, Lp and Delek Logistics Finance Corp. Agree to Sell $400,000,000 in Aggregate Principal Amount of the Issuers' 7.125% Senior Notes Due 2028
May 26, 2021 at 06:04 am EDT
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On May 20, 2021, Delek Logistics Partners, LP (the Partnership), Delek Logistics Finance Corp., and the Partnership's existing subsidiaries (other than Finance Corp., the Guarantors), entered into a purchase agreement with Wells Fargo Securities, LLC, as representative of the several initial purchasers named therein, pursuant to which the Issuers agreed to sell $400,000,000 in aggregate principal amount of the Issuers' 7.125% Senior Notes due 2028, along with the related guarantees of the 2028 Notes. On May 24, 2021, the Issuers completed the sale of the 2028 Notes to the Initial Purchasers in a private placement exempt from the registration requirements under the Securities Act of 1933, as amended. The Partnership intends to use the net proceeds from the sale of the 2028 Notes to repay a portion of the outstanding borrowings under its revolving credit facility. The 2028 Notes and related guarantees have not been registered under the Securities Act or the securities laws of any other jurisdiction, and accordingly may be resold in accordance with the Purchase Agreement only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. On May 24, 2021, the Issuers, the Guarantors named therein and U.S. Bank, National Association, as trustee, entered into an indenture, pursuant to which the Issuers issued the 2028 Notes. The 2028 Notes are general unsecured senior obligations of the Issuers. The 2028 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Guarantors and will be unconditionally guaranteed on the same basis by certain of the Partnership's future subsidiaries. The 2028 Notes rank equal in right of payment with all existing and future senior indebtedness of the Issuers, and senior in right of payment to any future subordinated indebtedness of the Issuers. The 2028 Notes will mature on June 1, 2028, and interest on the 2028 Notes is payable semi-annually in arrears on each June 1 and December 1, commencing December 1, 2021. Interest will be payable to holders of record on the May 15 and November 15 immediately preceding the related interest payment date, and will be computed on the basis of a 360-day year consisting of twelve 30-day months.
Delek Logistics Partners, LP owns and operates crude oil, intermediate and refined products logistics and marketing assets as well as crude oil and natural gas gathering and water processing assets. The Company operates through four segments: Gathering and Processing, Wholesale Marketing and Terminalling, Storage and Transportation, and Investment in Joint Ventures. Its Gathering and Processing segment provides crude oil and natural gas gathering and processing, water disposal and recycling and storage services to Delek Holdings' refining operations in Tyler, Texas, El Dorado, Arkansas and Big Spring, Texas. Its Wholesale Marketing and Terminalling segment consists of refined products terminals and pipelines in Texas, Tennessee, Arkansas, and Oklahoma. Its Storage and Transportation segment provides crude oil, intermediate and refined products transportation, and storage services to Delek Holdings' refining operations in Tyler, Texas, El Dorado, Arkansas and Big Spring, Texas.
Delek Logistics Partners, Lp and Delek Logistics Finance Corp. Agree to Sell $400,000,000 in Aggregate Principal Amount of the Issuers' 7.125% Senior Notes Due 2028