Martin Midstream Partners L.P. issues statement reaffirming commitment to pending transaction
Published by Alfred Hamer,
Editorial Assistant
World Pipelines,
Martin Midstream Partners L.P. (MMLP) has issued a statement in response to a press release issued by Nut Tree Capital Management and Caspian Capital, in which the hedge funds opposed the planned takeover of MMLP by Martin Resource Management Corp. (MRMC).
The statement reads as follows:
- “The Conflicts Committee of the Board of Directors of Martin Midstream GP LLC, the general partner of MMLP which consists of three independent directors, conducted a thorough nine-month evaluation with the support of independent legal and financial advisors and was diligent about the best path forward for MMLP, including actively considering proposals submitted by Nut Tree Capital Management and Caspian Capital. Following extensive negotiations, the Conflicts Committee unanimously and in good faith determined that the merger transaction with MRMC is fair and reasonable to, and in the best interests of, MMLP and the unaffiliated holders of the MMLP common units.”
- “The transaction provides an attractive premium valuation to MMLP unitholders, whereby each holder of the common units other than MRMC and its subsidiaries would receive US$4.02 per common unit owned, representing a US34.00% premium to the market closing price prior to MRMC’s initial proposal made on 24 May 2024, and an 11.33% premium to the trailing 30-trading day volume-weighted average price as of 3 October 2024, the date the merger agreement was executed.”
- “Notably, the proposals submitted by Nut Tree and Caspian never represented a credible alternative or viable path forward. Further, the Nut Tree and Caspian proposals were predicated on acquiring the General Partner, which was not, and is not, for sale. Importantly, even their own press release noted that the hedge funds have “economic exposure” to MMLP common units, without disclosing any actual ownership. As debt investors in MMLP, with incremental derivative exposure to MMLP equity, Nut Tree’s and Caspian’s interests do not appear to be fully aligned with MMLP unitholders’.”
- “We look forward to engaging with unitholders as we work toward completing the transaction by the end of 2024.”
MMLP said the Conflicts Committee engaged Munsch Hardt Kopf & Harr, P.C., Potter Anderson & Corroon LLP, and Houlihan Lokey, Inc. as its legal and financial advisors. MRMC engaged Baker Botts L.L.P. and Wells Fargo Securities, LLC as its legal and financial advisors.
Read the article online at: https://www.worldpipelines.com/business-news/23102024/martin-midstream-partners-lp-issues-statement-reaffirming-commitment-to-pending-transaction/
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