INDIANAPOLIS, Nov. 21, 2017 /PRNewswire/ -- Calumet Specialty
Products Partners, L.P. (NASDAQ: CLMT) (the "Partnership,"
"Calumet," "we," "our" or "us"), a leading independent producer of
specialty hydrocarbon and fuels products, today announced that it
closed on the sale of Anchor Drilling Fluids USA, LLC ("Anchor Drilling Fluids") to Q'Max
America Inc., a wholly owned subsidiary of Q'Max Solutions Inc.
("Q'Max"). Under the agreement, Calumet will receive total
consideration of approximately $84
million, including $50 million
in cash, $15 million to be paid at
various times over the next two years for net working capital and
other items, and 10% equity ownership in Fluid Holding Corp, the
parent company of Q'Max. Calumet plans to use the proceeds to
lower its leverage profile and for general partnership
purposes.
Tim Go, Chief Executive Officer of Calumet, commented,
"Calumet's divestiture of Anchor Drilling Fluids is another step
forward in our plans to strengthen our balance sheet and focus our
resources on our core specialty products business. The merger
of Q'Max and Anchor Drilling Fluids will create the largest
independent drilling fluids company in the United States. Anchor has been on a
steady improvement trajectory with positive EBITDA contribution
this year. We expect the value of our minority stake in Q'Max
to continue to track the oilfield services recovery, as well as
benefit from the operational and supply chain synergies created
through the new entity's increased scale and scope."
Go concluded, "I want to thank our Anchor employees for their
hard work and dedication over the past three years and am pleased
to report that the new entity will transact under the
long-recognized Anchor brand in its U.S. operations. We look
forward to sharing in the future success of Q'Max as an investor,
while we pursue our own vision to be the premier specialty
petroleum products company in the world."
Raymond James is serving as the
exclusive financial advisor to Calumet on this transaction and Taft
Stettinius & Hollister LLP acted as legal advisor.
About Anchor Drilling Fluids
Anchor Drilling Fluids is the leading provider of drilling fluid
products in the U.S. This includes a wide range of drilling muds,
completion fluids, production fluids, and environmental chemicals
all developed to the most stringent standards and Anchor Drilling
Fluids' decades of expertise. Headquartered in Tulsa, Oklahoma Anchor Drilling Fluids owns
and operates more than 30 facilities throughout the U.S. and is
dedicated to delivering mission-critical resources and expertise to
decrease drilling and completion time and maximize well
economics.
About Calumet Specialty Products Partners, L.P.
Calumet Specialty Products Partners, L.P. (CLMT) is a master
limited partnership and a leading independent producer of
high-quality, specialty hydrocarbon products in North America. Calumet processes crude oil and
other feedstocks into customized lubricating oils, solvents and
waxes used in consumer, industrial and automotive products;
produces fuel products including gasoline, diesel and jet fuel; and
provides oilfield services and products to customers throughout
the United States. Calumet is
based in Indianapolis, Indiana and
operates eleven manufacturing facilities located in northwest
Louisiana, northern Montana, western Pennsylvania, Texas, New
Jersey, and eastern Missouri.
About Q'Max Solutions, Inc.
Founded in 1993, Q'Max is a leading international oilfield
services company that provides onshore and offshore drilling
fluids, solids control, waste management and environmental
solutions to the upstream oil & gas industry.
Q'Max is a global business with operations in the U.S.,
Canada, Mexico, South
America, the Middle East
and Africa with its Headquarters
in Houston, TX, USA. Q'Max
operates 11 drilling fluids laboratories around the world with a
state-of-the-art Corporate Technical Center in Houston.
Since its acquisition by affiliates of Palladium Equity
Partners, LLC in May 2014, Q'Max has
significantly diversified the business and expanded market share
through follow-on M&A and aggressive organic growth
initiatives
Q'Max is the fifth largest drilling fluids company in the world,
and holds as its mission to become the preeminent drilling fluids
company.
Cautionary Statement Regarding Forward-Looking
Statements
Except for the historical information contained herein, the
matters discussed in this release consist of forward-looking
statements that involve certain risks and uncertainties that could
cause actual results or outcomes to differ materially from results
or outcomes anticipated in the forward-looking statements. The
statements include, but are not limited to, the statements
regarding the time required to consummate the transaction, the
satisfaction or waiver of conditions in the agreement governing the
proposed transaction; the ability to obtain regulatory or other
third-party approvals and consents and otherwise consummate the
proposed transaction; our ability to achieve the strategic and
other objectives relating to the proposed transaction; and our
expectation with respect to future exposure to commodity prices.
These forward-looking statements are based on our current
expectations and beliefs concerning future developments and their
potential effect on us. While management believes that these
forward-looking statements are reasonable as and when made, there
can be no assurance that future developments affecting us will be
those that we anticipate. 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 from our historical experience and our present expectations
or projections. Known material factors that could cause actual
results to differ materially from those in the forward-looking
statements include: the overall demand for specialty hydrocarbon
products; the level of foreign and domestic production of crude oil
and refined products; our ability to produce specialty products,
fuels products and products used in oilfield services that meet our
customers' unique and precise specifications; the impact of
fluctuations and rapid increases or decreases in crude oil and
crack spread prices, including the resulting impact on our
liquidity; the results of our hedging and other risk management
activities; our ability to comply with financial covenants
contained in our debt instruments; labor relations; our access to
capital to fund expansions, acquisitions and our working capital
needs and our ability to obtain debt or equity financing on
satisfactory terms; environmental liabilities or events that are
not covered by an indemnity, insurance or existing reserves;
maintenance of our credit ratings and ability to receive open
credit lines from our suppliers; demand for various grades of crude
oil and resulting changes in pricing conditions; fluctuations in
refinery capacity; our ability to access sufficient crude oil
supply through long-term or month-to-month evergreen contracts and
on the spot market; the effects of competition; continued
creditworthiness of, and performance by, counterparties; the impact
of current and future laws, rulings and governmental regulations,
including guidance related to the Dodd-Frank Wall Street Reform and
Consumer Protection Act; the costs of complying with the Renewable
Fuel Standard, including the prices paid for Renewable
Identification Numbers; shortages or cost increases of power
supplies, natural gas, materials or labor; hurricane or other
weather interference with business operations; accidents or other
unscheduled shutdowns; and general economic, market or business
conditions.
For additional information regarding known material factors that
could cause our actual results to differ from our projected
results, please see our filings with the Securities and Exchange
Commission ("SEC"), including our latest Annual Report on Form
10-K, Quarterly Reports on Form 10-Q and Current Reports on Form
8-K.
Readers are cautioned not to place undue reliance on
forward-looking statements, which speak only as of the date they
are made. We undertake 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.
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SOURCE Calumet Specialty Products Partners, L.P.