SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): February 15, 2017
MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of Registrant as specified in its charter)
|(State of incorporation
4200 Stone Road
Kilgore, TX 75662
(Address of principal executive offices)(Zip code)
Registrants telephone number, including area code: (903) 983-6200
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|☐||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|☐||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|☐||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|☐||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
|Item 7.01.||Regulation FD Disclosure.|
On February 15, 2017, Martin Midstream Partners L.P. (the Partnership), issued a press release announcing the commencement of an underwritten public offering of 2,600,000 common units (plus an additional 390,000 common units pursuant to an option granted to the underwriters) under its existing shelf registration statement (the Offering).
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 and in the attached Exhibit 99.1 is deemed to be furnished and not deemed to be filed for purposes of the Securities Exchange Act of 1934, as amended.
|Item 9.01.||Financial Statements and Exhibits.|
|99.1||Launch Press Release dated February 15, 2017.|
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|MARTIN MIDSTREAM PARTNERS L.P.|
|By:||Martin Midstream GP LLC,|
|Its General Partner|
|Date: February 15, 2017||By:|
|Robert D. Bondurant,|
|Executive Vice President, Treasurer and|
|Chief Financial Officer|
|99.1||Launch Press Release dated February 15, 2017.|
Martin Midstream Partners L.P. Announces
Commencement of Public Offering of Common Units
KILGORE, Texas, February 15, 2017 (GlobeNewswire) Martin Midstream Partners L.P. (Nasdaq: MMLP) (the Partnership) announced today that it has commenced an underwritten public offering of 2,600,000 common units (plus up to an additional 390,000 common units pursuant to an option to be granted to the underwriters) under its existing shelf registration statement. The Partnership intends to use the net proceeds from the offering (including any proceeds from the exercise of the underwriters option to purchase additional common units) to fund a portion of the purchase price for the acquisition of an asphalt terminal facility in Hondo, Texas from Martin Resource Management Corporation, to repay a portion of the outstanding indebtedness incurred under its revolving credit facility and for general partnership purposes. Amounts repaid under the revolving credit facility may be re-borrowed to fund future acquisitions and expansion capital expenditures. RBC Capital Markets, LLC and Wells Fargo Securities, LLC are acting as joint book-running managers for the offering.
The offering is being made by means of a prospectus and related prospectus supplement, copies of which may be obtained from the following addresses:
RBC Capital Markets, LLC
Attention: Equity Syndicate
200 Vesey Street, 8th Floor
New York, NY 10281-8098
Wells Fargo Securities, LLC
Attention: Equity Syndicate Dept.
375 Park Avenue
New York, NY 10152
Once available, you may also obtain these documents for free by visiting EDGAR on the Securities and Exchange Commissions website at www.sec.gov.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering will be made only by means of a prospectus and related prospectus supplement, which are part of an effective registration statement.
Statements in this press release other than historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking
statements and all references to financial estimates rely on a number of assumptions concerning future events and are subject to a number of uncertainties and other factors, many of which are outside the Partnerships control, which could cause actual results to differ materially from such statements. While the Partnership believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in anticipating or predicting certain important factors. A discussion of these factors, including risks and uncertainties, is set forth in the Partnerships annual and quarterly reports filed from time to time with the Securities and Exchange Commission. The Partnership disclaims any intention or obligation to revise any forward-looking statements, including financial estimates, whether as a result of new information, future events, or otherwise.
About Martin Midstream Partners L.P.
Martin Midstream Partners L.P. is a publicly traded limited partnership with a diverse set of operations focused primarily in the United States Gulf Coast region. The Partnerships primary business segments include: (1) terminalling, storage and packaging services for petroleum products and by-products; (2) natural gas services, including liquids distribution services and natural gas storage; (3) sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and (4) marine transportation services for petroleum products and by-products.
Vice President Finance & Head of Investor Relations
Martin Midstream Partners L.P.
Phone: (903) 988-6425