INDIANAPOLIS, April 16,
2024 /PRNewswire/ -- Calumet Specialty Products
Partners, L.P. (NASDAQ: CLMT) (the "Partnership," "Calumet,"
"we," "our" or "us"), today provided an operational update for the
first quarter of 2024.
As previously reported, Montana Renewables (MRL) resumed
production at its Great Falls, MT,
site in December 2023. The site
operated well throughout the first quarter of 2024 as volumes
sequentially improved each month. First quarter results for
the MRL business are expected to reflect the significant burden of
higher priced feedstock purchased prior to the summer 2023 slowdown
related to a steam system issue. Entering the second quarter
of 2024, the old, expensive feedstock has been processed.
Further, first quarter 2024 results will reflect a planned
turnaround at our Shreveport site in March, which was completed on
time and on budget. We begin the second quarter of 2024 at
Shreveport with solid operating momentum. In the first
quarter of 2024, we were negatively impacted by seasonal weakness
in our fuels and asphalt products, particularly in PADD IV.
"A year after commissioning began, our Montana Renewables
business is now consistently processing approximately 12,000
barrels per day of renewable feedstock, including over 10,000
barrels per day of feed from our next generation feed pretreater,"
said Todd Borgmann, CEO of
Calumet. "With these key operational milestones now reached,
stable operations have allowed us to process an overhang of old
expensive feedstock inventory. Given this progress, we are
optimistic that we will achieve representative financial
performance at Montana Renewables going forward, clearly
demonstrating the strong competitive position of the business. Our
advantaged feed and technology positions are complemented by agile
product marketing and our position as the largest producer of
sustainable aviation fuel in the Western Hemisphere, with current
production levels running at a 30 million gallon per year pace.
Significant further expansion of SAF production remains a strategic
priority, and we remain encouraged by the well-advanced DOE loan
program discussions.
"This operational progress supports our strategy of two
competitively advantaged businesses, both of which are expected to
generate cash toward our deleveraging strategy. We also
continue to track towards a second quarter conversion of Calumet
into a C-Corp, substantially widening our potential investor base.
We believe that the culmination of all these actions should allow
us to create substantial shareholder value."
About Calumet Specialty Products Partners, L.P.
Calumet Specialty Products Partners, L.P. (NASDAQ: CLMT)
manufactures, formulates and markets a diversified slate of
specialty branded products and renewable fuels to customers across
a broad range of consumer-facing and industrial markets.
Calumet is headquartered in Indianapolis, Indiana and
operates twelve facilities throughout North America.
Additional Information and Where to Find It
This communication relates to the proposed corporate
reorganization (the "Conversion") between Calumet and Calumet Inc.,
a newly formed Delaware
corporation ("New Calumet"). This communication may be deemed to be
solicitation material in respect of the proposed Conversion. The
proposed Conversion will be submitted to Calumet's unitholders for
their consideration. In connection with the proposed Conversion,
Calumet and New Calumet have prepared and filed with the SEC a
registration statement on Form S-4 (the "Form S-4") containing a
proxy statement/prospectus (the "Proxy Statement/Prospectus") to be
distributed to Calumet's unitholders in connection with Calumet's
solicitation of proxies for the vote of Calumet's unitholders in
connection with the proposed Conversion and other matters as
described in such Proxy Statement/Prospectus. The Proxy
Statement/Prospectus will also serve as the prospectus relating to
the offer of the securities to be issued to equityholders of
Calumet and Calumet GP, LLC, the general partner of Calumet (the
"General Partner"), in connection with the completion of the
proposed Conversion. Calumet and New Calumet may file other
relevant documents with the SEC regarding the proposed Conversion.
The definitive Proxy Statement/Prospectus will be mailed to
Calumet's unitholders when available. BEFORE MAKING ANY VOTING OR
INVESTMENT DECISION WITH RESPECT TO THE PROPOSED CONVERSION,
INVESTORS AND UNITHOLDERS AND OTHER INTERESTED PERSONS ARE URGED TO
READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS REGARDING THE
PROPOSED CONVERSION (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS
THERETO) AND OTHER RELEVANT MATERIALS CAREFULLY AND IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED CONVERSION.
The Proxy Statement/Prospectus, any amendments or supplements
thereto and other relevant materials, and any other documents filed
by Calumet or New Calumet with the SEC, may be obtained once such
documents are filed with the SEC free of charge at the SEC's
website at www.sec.gov or free of charge from Calumet at
www.calumet.com or by directing a written request to Calumet
at 2780 Waterfront Parkway East Drive, Indianapolis, Indiana 46214.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
Participants in the Solicitation
Calumet, the General Partner and certain of the General
Partner's executive officers, directors, other members of
management and employees may, under the rules of the SEC, be deemed
to be "participants" in the solicitation of proxies in connection
with the proposed Conversion. Information regarding the General
Partner's directors and executive officers is available in
Calumet's Annual Report on Form 10-K for the year ended
December 31, 2023, which was filed
with the SEC on February 29, 2024
(the "Annual Report"). To the extent that holdings of Calumet's
securities have changed from the amounts reported in the Annual
Report, such changes have been or will be reflected on Statements
of Changes in Beneficial Ownership on Form 4 filed with the SEC.
These documents may be obtained free of charge from the sources
indicated above. Information regarding the participants in the
proxy solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, are contained, or
will be contained, in the Form S-4, the Proxy Statement/Prospectus
and other relevant materials relating to the proposed Conversion
filed or to be filed with the SEC when they become available.
Unitholders and other investors should read the Proxy
Statement/Prospectus carefully when it becomes available before
making any voting or investment decisions.
Cautionary Statement Regarding Forward-Looking
Statements
Certain statements and information in this press release may
constitute "forward-looking statements." The words "will," "may,"
"intend," "believe," "expect," "outlook," "forecast," "anticipate,"
"estimate," "continue," "plan," "should," "could," "would," or
other similar expressions are intended to identify forward-looking
statements, which are generally not historical in nature. The
statements discussed in this press release that are not purely
historical data are forward-looking statements, including, but not
limited to, the statements regarding (i) demand for finished
products in markets we serve, (ii) our expectation regarding our
business outlook and cash flows, including with respect to the
Montana Renewables business and our plans to de-leverage our
balance sheet, (iii) our expectation regarding anticipated capital
expenditures and strategic initiatives, such as MaxSAF, (iv) the
DOE loan process, our ability to meet our financial commitments,
debt service obligations, debt instrument covenants, contingencies
and anticipated capital expenditures, (v) our expected results for
the first quarter of 2024 and (vi) the anticipated completion of
the Conversion and the timing thereof. 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. All
comments concerning our current expectations for future sales and
operating results are based on our forecasts for our existing
operations and do not include the potential impact of any future
acquisition or disposition transactions. 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 materially 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 products, fuels, renewable fuels and other refined
products; the level of foreign and domestic production of crude oil
and refined products; our ability to produce specialty products,
fuel products, and renewable fuel products that meet our customers'
unique and precise specifications; the marketing of alternative and
competing products; 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; the
availability of, and our ability to consummate, acquisition or
combination opportunities and the impact of any completed
acquisitions; 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;
successful integration and future performance of acquired assets,
businesses or third-party product supply and processing
relationships; our ability to timely and effectively integrate the
operations of acquired businesses or assets, particularly those in
new geographic areas or in new lines of business; 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 ("RINs"); shortages or cost increases of power supplies,
natural gas, materials or labor; hurricane or other weather
interference with business operations; our ability to access the
debt and equity markets; accidents or other unscheduled shutdowns;
and general economic, market, business or political conditions,
including inflationary pressures, instability in financial
institutions, the prospect of a shutdown of the U.S. federal
government, general economic slowdown or a recession, political
tensions, conflicts and war (such as the ongoing conflicts in
Ukraine and the Middle East and their regional and global
ramifications).
For additional information regarding factors that could cause
our actual results to differ from our projected results, please see
our filings with the SEC, including the risk factors and other
cautionary statements in our latest Annual Report on Form 10-K and
other filings with the SEC.
We caution that these statements are not guarantees of future
performance and you should not rely unduly on them, as they involve
risks, uncertainties, and assumptions that we cannot predict. In
addition, we have based many of these forward-looking statements on
assumptions about future events that may prove to be inaccurate.
While our management considers these assumptions to be reasonable,
they are inherently subject to significant business, economic,
competitive, regulatory and other risks, contingencies and
uncertainties, most of which are difficult to predict and many of
which are beyond our control. Accordingly, our actual results may
differ materially from the future performance that we have
expressed or forecast in our forward-looking statements. 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, except to
the extent required by applicable law. Certain public statements
made by us and our representatives on the date hereof may also
contain forward-looking statements, which are qualified in their
entirety by the cautionary statements contained above.
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SOURCE Calumet Specialty Products Partners, L.P.