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8-K - FORM 8-K - Calumet Specialty Products Partners, L.P. | h83847e8vk.htm |
Exhibit 99.1
Calumet Specialty Products Partners, L.P. Announces Agreement to Acquire Superior, Wisconsin
Refinery Assets from Murphy Oil Corporation for Approximately $475 Million
Refinery Assets from Murphy Oil Corporation for Approximately $475 Million
INDIANAPOLIS, July 25, 2011 /PRNewswire/ Calumet Specialty Products Partners, L.P. (the
Partnership or Calumet) (NASDAQ: CLMT) announced today that it has signed a definitive
agreement to acquire the Superior, Wisconsin refinery and associated operating assets and
inventories (the Superior Assets) of Murphy Oil Corporation (NYSE: MUR) for total consideration
of approximately $475 million, subject to customary purchase price adjustments (the Superior
Acquisition). Closing of the transaction is expected to close by the end of the third quarter,
subject to customary closing conditions and regulatory approval.
The Superior refinery produces gasoline, distillate, asphalt and specialty petroleum products that
are marketed in the Midwest region of the United States, as well as into Canada and surrounding
border states. The Superior Assets include inventories valued at approximately $260 million as of
June 30, 2011 and various owned and leased finished product terminals.
Highlights of the Superior Assets include the following:
| Refinery crude oil throughput capacity of approximately 45,000 barrels per day; | ||
| Refinery complexity rating of 8.9; | ||
| Distribution of fuel and asphalt products through various owned and leased terminals; and | ||
| Crude oil feedstocks sourced from northern U.S. and Canada. |
We are pleased to announce our largest acquisition or expansion since our initial public
offering, said Calumets Vice Chairman and Chief Executive Officer Bill Grube. We expect the
acquisition to be immediately accretive to distributable cash flow.
Mr. Grube added, The Superior refinery acquisition provides us greater scale and development
potential to our refining business. The acquired assets will increase our current throughput
capacity by 50% to approximately 135,000 barrels per day and will add beneficial geographical
diversity to our assets.
The Partnership intends to finance the Superior Acquisition primarily through a combination of
equity and long-term debt, with the timing of such financing depending on market conditions. The
Partnership will have the ability to supplement these sources through borrowings under its
revolving credit facility to the extent appropriate. The Partnerships obligation to consummate
the Superior Acquisition is not conditioned upon the receipt of financing.
Latham & Watkins LLP is acting as legal counsel to Calumet.
Conference Call Information
A conference call is scheduled for 1:00 p.m. ET (12:00 p.m. CT) Tuesday, July 26, 2011 to discuss
the acquisition. Anyone interested in listening to the presentation may call 866-730-5769 and enter
passcode 97192764. For international callers, the dial-in number is 857-350-1593 and the passcode
is 97192764.
The telephonic replay is available in the United States by calling 888-286-8010 and entering
passcode 75245292. International callers can access the replay by calling 617-801-6888 and entering
passcode 75245292. The replay will be available beginning Tuesday, July 26, 2011, at approximately
4 p.m. until Tuesday, August 9, 2011.
About the Partnership
The Partnership is a Delaware limited partnership formed in 2005 and is a leading independent
producer of high-quality, specialty hydrocarbon products in North America. The Partnership
processes crude oil and other feedstocks into customized lubricating oils, white oils, solvents,
petrolatums, waxes and other specialty products
used in consumer, industrial and automotive products. The Partnership also has contractual
arrangements with Houston Refining LP and other third parties which provide additional volumes of
finished products for its specialty products segment.
The Partnership also produces fuel products including gasoline, diesel and jet fuel. The
Partnership is based in Indianapolis, Indiana and has five facilities located in northwest
Louisiana, western Pennsylvania and southeastern Texas.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements and information in this press release may constitute forward-looking
statements. The words may, intend, believe, expect, anticipate, estimate, continue
or other similar expressions are intended to identify forward-looking statements, which are
generally not historical in nature. These forward-looking statements include, without limitation,
Calumets post-Superior Acquisition plans, objectives, expectations and intentions with respect to
future operations; Calumets expectations with respect to future financial results of the company
after the Superior Acquisition; satisfaction of the conditions to the closing of the Superior
Acquisition and the possibility that the Superior Acquisition will not close; timing of the
completion of the proposed Superior Acquisition; Calumets ability to obtain financing to fund a
portion of the Superior Acquisition; and expectations with respect to distributions. These
forward-looking statements are based on Calumets current expectations and beliefs concerning
future developments and their potential effect on Calumet. While Calumet believes that these
forward-looking statements are reasonable as and when made, there can be no assurance that future
developments affecting Calumet will be those that Calumet anticipates. All subsequent written and
oral forward-looking statements concerning Calumet, Murphy Oil, the proposed transaction or other
matters and attributable to Calumet or Murphy Oil or any person acting on their behalf are
expressly qualified in their entirety by the cautionary statements above. Calumet undertakes 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.
CONTACT: Jennifer Straumins, Investor Relations of Calumet Specialty Products Partners, L.P.,
+1-317-328-5660, jennifer.straumins@calumetspecialty.com