BRENTWOOD, Tenn., March 11,
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 received, as of
5:00 p.m., New York City time, on March 8, 2024 (the "Expiration Time"), tenders
from holders of $155,991,000 in
aggregate principal amount (excluding tenders through guaranteed
delivery procedures), representing approximately 62.4%, of the
Offerors' 6.75% Senior Notes due 2025 (CUSIP Nos. 24665FAB8 /
24665FAA0 (144A)) (ISINs US24665FAB85 / US24665FAA03 (144A) (the
"Notes"), in connection with the Offerors' previously announced
tender offer (the "Offer"), which commenced February 28, 2024 and is described in the Offer
to Purchase, dated as of February 28,
2024, and the related Letter of Transmittal and Notice of
Guaranteed Delivery (collectively, the "Offer Documents").
The Offerors' obligation to accept for purchase, and to pay for,
any Notes pursuant to the Offer is subject to a number of
conditions set forth in the Offer Documents, including the
Offerors' consummation, on terms and conditions satisfactory to the
Offerors, of the concurrent bond offering announced on February 28, 2024 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.
Subject to the satisfaction or waiver of the conditions set
forth in the Offer Documents, the settlement date for the Notes
validly tendered (and not validly withdrawn) prior to the
Expiration Time and accepted for purchase in the Offer, including
Notes submitted using the Notice of Guaranteed Delivery, is
expected to occur on Wednesday, March 13,
2024 (the "Settlement Date"). Notes validly tendered
(and not validly withdrawn) and accepted for purchase will receive
total consideration of $1,000.80 for
each $1,000 principal amount of the
Notes tendered, plus accrued and unpaid interest up to, but
excluding, the Settlement Date for such Notes.
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 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 made any recommendation
as to whether holders should tender any Notes in response to the
Offer.
This press release is for informational purposes only, and does
not constitute an offer to sell, a solicitation to buy or an offer
to purchase or sell any securities. The Offer was not 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 anticipated Settlement Date for
the Offer. 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