BRENTWOOD, Tenn., Feb. 28,
2024 /PRNewswire/ -- Delek Logistics Partners,
LP (NYSE: DKL) ("Delek Logistics") and Delek Logistics Finance
Corp., a subsidiary of Delek Logistics (together with Delek
Logistics, the "Offerors"), announced today that they have
commenced a cash tender offer (the "Offer") for any and all of
their outstanding 6.75% Senior Notes due 2025 (the "Notes"), upon
the terms and conditions set forth in the Offer to Purchase, dated
as of February 28, 2024, and the
related Letter of Transmittal and Notice of Guaranteed Delivery
(the "Offer Documents"). The Offer will expire at 5:00 p.m., New York
City time, on March 8, 2024,
unless extended or earlier terminated (as such time may be
extended, the "Expiration Time").
Holders who validly tender (and do not validly withdraw) their
Notes prior to the Expiration Time, and whose Notes are accepted
for purchase, will be entitled to receive the tender consideration
equal to $1,000.80 per $1,000.00 principal amount of Notes accepted for
purchase.
Payments for Notes purchased will include accrued and unpaid
interest from and including the last interest payment date up to,
but excluding, the applicable settlement date accepted for
purchase. Provided the conditions to the Offer, including the
Financing Condition (as defined below), have been satisfied or
waived, settlement for Notes tendered prior to the Expiration Time
and accepted for purchase is expected to occur on March 13, 2024.
The Offer is contingent upon, among other things, the Offerors'
consummation, on terms and conditions satisfactory to the Offerors,
of the concurrent bond offering announced today (the "Concurrent
Offering") and the receipt of net proceeds therefrom, together with
other sources of liquidity, sufficient to purchase the Notes
tendered in the Offer and the fees and expenses related thereto
(the "Financing Condition"). The Offer is not conditioned on any
minimum amount of Notes being tendered. The Offer may be amended,
extended or terminated, and any condition with respect thereto may
be waived by the Offerors in their sole discretion. There is no
assurance that the Offer will be subscribed for in any amount.
Substantially concurrently with the commencement of the Offer,
the Offerors issued a conditional notice of full redemption to
redeem all outstanding Notes not purchased in the Offer and that
remain outstanding pursuant to the indenture governing the Notes.
Nothing in this announcement should be construed as a notice of
redemption with respect to the Notes, as any redemption will be
made pursuant to a notice of redemption in accordance with the
indenture governing the Notes.
Available Documents and Other Details
In connection with the Offer, the Offerors have
retained Wells Fargo Securities, LLC as the Dealer
Manager. Questions regarding the Offer should be directed
to Wells Fargo Securities,
LLC at liabilitymanagement@wellsfargo.com,
Attn: Liability Management Group or by calling collect at
(704) 410-4820 or toll-free at (866) 309-6316. Requests for copies
of the Offer Documents should be directed to D.F. King &
Co., Inc., the Tender Agent and Information Agent for the Offer, at
delek@dfking.com or by calling (888) 628-1041 (toll free) or (212)
269-5550. These documents are also available
at www.dfking.com/delek.
None of the Offerors, the Dealer Manager, the Tender Agent and
Information Agent, the trustee under the indenture governing the
Notes or any of their respective affiliates is making any
recommendation as to whether holders should tender any Notes in
response to the Offer. Holders must make their own decision as to
whether to participate in the Offer and, if so, the principal
amount of Notes as to which action is to be taken.
This press release is for information purposes only, and does
not constitute an offer to sell, a solicitation to buy or an offer
to purchase or sell any securities. Neither this press release nor
the Offer Documents is an offer to sell or a solicitation of an
offer to buy debt securities in the Concurrent Offering or any
other securities. The Offer is not being made in any jurisdiction
in which the making or acceptance thereof would not be in
compliance with the securities, blue sky or other laws of such
jurisdiction.
About Delek Logistics Partners, LP
Delek Logistics is a midstream energy master limited partnership
headquartered in Brentwood,
Tennessee. Through its owned assets and joint ventures
located primarily in and around the Permian Basin, the Delaware Basin and other select areas in the
Gulf Coast region, Delek Logistics provides gathering, pipeline,
transportation, and other services for its customers in crude oil,
intermediates, refined products, natural gas, storage, wholesale
marketing, terminalling water disposal and recycling.
Delek US Holdings, Inc. (NYSE: DK) owns the general partner
interest as well as a majority limited partner interest in Delek
Logistics and is also a significant customer.
Forward-Looking Statements
This press release contains "forward-looking statements,"
including statements regarding the Offerors' intention to purchase
any Notes or to engage in any debt financing transactions. These
statements may contain words such as "possible," "believe,"
"should," "could," "would," "predict," "plan," "estimate,"
"intend," "may," "anticipate," "will," "if," "expect" or
similar expressions, as well as statements in the future tense, are
made as of the date they were first issued and are based on current
expectations, estimates, forecasts and projections as well as the
beliefs and assumptions of management. Forward-looking statements
are subject to a number of risks and uncertainties, many of which
involve factors or circumstances that are beyond Delek Logistics'
control. Delek Logistics' actual results could differ materially
from those stated or implied in forward-looking statements due to a
number of factors, including, but not limited to, market risks and
uncertainties, including those which might affect the offering, and
the impact of any natural disasters or public health emergencies.
These and other potential risks and uncertainties that could cause
actual results to differ from the results predicted are more fully
detailed in Delek Logistics' filings and reports with the
Securities and Exchange Commission ("SEC"), including the Annual
Report on Form 10-K for the year ended December 31, 2023 and other reports and filings
with the SEC.
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SOURCE Delek Logistics Partners, LP