Document


                                    

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934


Date of report (date of earliest event reported): February 21, 2018

MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of Registrant as specified in its charter)

DELAWARE
000-50056
05-0527861
(State of incorporation
or organization)
(Commission file number)
(I.R.S. employer identification number)


4200 Stone Road
Kilgore, TX 75662
(Address of principal executive offices)(Zip code)

Registrant's telephone number, including area code: (903) 983-6200

Not Applicable
(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. o






Item 7.01.    Regulation FD Disclosure.

            On February 21, 2018, Martin Midstream Partners L.P. (the “Partnership”) will host a conference call announcing its 2018 financial guidance to members of the analyst and investing community and the general public. The press release announcing the conference call is furnished as Exhibit 99.1. The materials to be utilized are furnished as Exhibit 99.2 and incorporated by reference into this Item 7.01 in its entirety.

Limitation on Incorporation by Reference. The information furnished in this Item 7.01, including the press release attached hereto as Exhibit 99.1 and the investor presentation attached hereto as Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

    
Item 9.01.    Financial Statements and Exhibits.

(d)        Exhibits.

Exhibit No.
Description
99.1
99.2







SIGNATURES

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 21, 2018                By: /s/ Robert D. Bondurant            
Robert D. Bondurant,
Executive Vice President, Treasurer and
Chief Financial Officer







INDEX TO EXHIBITS

Exhibit No.
Description
99.1
Press Release Dated February 21, 2018
99.2
2018 Financial Guidance & Partnership Overview dated February 21, 2018




Exhibit


Exhibit 99.1

MARTIN MIDSTREAM PARTNERS ANNOUNCES
2018 FINANCIAL GUIDANCE CONFERENCE CALL TODAY


KILGORE, Texas, February 21, 2018 /GlobeNewswire/-- Martin Midstream Partners will host a conference call announcing its 2018 financial guidance today at 3:30 p.m. Central Time for members of the analyst and investing community and the general public.

The conference call can be accessed by calling (877) 878-2695 or via webcast located on the Partnership’s website. An audio replay of the conference call will be available by calling (855) 859-2056 from 6:30 p.m. Central Time on February 21, 2018 through 5:59 a.m. Central Time on March 4, 2018. The access code for the conference call and the audio replay is Conference ID No. 5419669. The audio replay of the conference call and accompanying presentation will also be archived on Martin Midstream Partners’ website at www.martinmidstream.com

The guidance presentation is available at [globe insert link].

Qualified Notice to Nominees

This release serves as qualified notice to nominees as provided for under Treasury Regulation Section 1.1446-4(b)(4) and (d). Please note that 100 percent of the Partnership's distributions to foreign investors are attributable to income that is effectively connected with a United States trade or business. Accordingly, all of the Partnership's distributions to foreign investors are subject to federal income tax withholding at the highest effective tax rate for individuals or corporations, as applicable. Nominees, and not the Partnership, are treated as withholding agents responsible for withholding on the distributions received by them on behalf of foreign investors.

About Martin Midstream Partners

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 Partnership's primary business lines include: (1) natural gas liquids transportation and distribution services and natural gas storage; (2) terminalling, storage and packaging services for petroleum products and by-products; (3) sulfur and sulfur-based products processing, manufacturing, marketing and distribution; and (4) marine transportation services for petroleum products and by-products.

Forward-Looking Statements

Statements about Martin Midstream Partners' outlook and all other statements in this 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 its control, which could cause actual results to differ materially from such statements. While Martin Midstream Partners 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 Martin Midstream Partners' annual and quarterly reports filed from time to time with the Securities and Exchange Commission. Martin Midstream Partners 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.

Additional information concerning Martin Midstream is available on its website at www.martinmidstream.com, or

Joe McCreery, IRC - Head of Investor Relations
(877) 256-6644




a20180221guidancepresent
2018 Financial guidance & Operational overview February 21 www.martinmidstream.com Exhibit 99.2


 
2 MARTIN MIDSTREAM PARTNERS L.P. Agenda Opening remarks & introductions 2018 guidance Bank amendment Question & answer Operational overview Bob Bondurant, Executive Vice President & Chief Financial Officer Joe McCreery, Vice President of Finance & Head of Investor Relations Joe McCreery, Vice President of Finance & Head of Investor Relations Bob Bondurant, Executive Vice President & Chief Financial Officer Joe McCreery, Vice President of Finance & Head of Investor Relations Listening Audience Closing remarks Bob Bondurant, Executive Vice President & Chief Financial Officer Additional Partnership Representatives: Ruben Martin, President & Chief Executive Officer David Cannon, Director of Financial Reporting Danny Cavin, Director of Financial Planning & Analysis


 
3 This presentation includes certain non-GAAP financial measures such as EBITDA and Adjusted EBITDA. These non- GAAP financial measures are not meant to be considered in isolation or as a substitute for results prepared in accordance with accounting principles generally accepted in the United States (GAAP). A reconciliation of non- GAAP financial measures included in this presentation to the most directly comparable financial measures calculated and presented in accordance with GAAP is set forth in the Appendix of this presentation or on our web site at www.martinmidstream.com MMLP’s management believes that these non-GAAP financial measures may provide useful information to investors regarding MMLP’s financial condition and results of operations as they provide another measure of the profitability and ability to service its debt and are considered important measures by financial analysts covering MMLP and its peers. MARTIN MIDSTREAM PARTNERS L.P. Use of Non-GAAP Financial Measures


 
4 MARTIN MIDSTREAM PARTNERS L.P. Forward Looking Statements Statements included that are not historical facts (including any statements concerning plans and objectives of management for future operations or economic performance or assumptions or forecasts related thereto), are forward-looking statements. These statements can be identified by the use of forward-looking terminology including “forecast,” “may,” “believe,” “will,” “expect,” “anticipate,” “estimate,” “continue,” or other similar words. These statements discuss future expectations, contain projections of results of operations or of financial condition or state other “forward-looking” information. We and our representatives may from time to time make other oral or written statements that are also forward-looking statements. These forward-looking statements are based upon management’s current plans, expectations, estimates, assumptions and beliefs concerning future events impacting us and therefore involve a number of risks and uncertainties. We caution that forward-looking statements are not guarantees and that actual results could differ materially from those expressed or implied in the forward-looking statements. Because these forward-looking statements involve risks and uncertainties, actual results could differ materially from those expressed or implied by these forward-looking statements for a number of important reasons. A discussion of these factors, including risks and uncertainties, is set forth in Martin Midstream Partners L.P.’s annual and quarterly reports filed from time to time with the Securities and Exchange Commission. Martin Midstream Partners L.P. expressly disclaims any intention or obligation to revise or update any forward-looking statements whether as a result of new information, future events, or otherwise.


 
5 M A R T I N M I D S T R E A M P A R T N E R S L . P . 2018 GUIDANCE


 
6 • NASDAQ Listed: MMLP • Formed October 31, 2002 • MMLP is a publicly traded, diversified master limited partnership with operations including:  Natural Gas Services  Terminalling & Storage  Sulfur Services  Marine Transportation • MMLP Trading Summary (1) • Unit Price: $16.05 • Units Outstanding 38.5 million • Market Cap: $618 million • Quarterly Distribution: $0.50/$2.00 annualized • Current Yield: 12.5% (1) As of February 20, 2018 MARTIN MIDSTREAM PARTNERS L.P. Partnership Overview ($171.8 million before $15.6 million unallocated SG&A and other non-operating income) $156.2 million Adjusted EBITDA


 
7 Natural Gas Services $69.7 Sulfur Services $34.5 Marine Transportation $8.5 Terminalling & Storage $58.8 ($171.5 million before $15.4 million unallocated SG&A and other non-operating income) $156.1 million Adjusted EBITDA $ millions Maintenance Capital Expenditures projected to be $27.5 to $30.0 million* MARTIN MIDSTREAM PARTNERS L.P. 2018E Guidance by Segment UPDATE *See slide 37 of the Appendix for a historical comparison of Maintenance CapEx


 
8 Natural Gas Services Terminalling & Storage Sulfur Services Marine Transportation SG&A Interest Expense 2018E Net income (loss) $42.5 $22.4 $23.0 $1.4 $(16.0) $(52.7) $20.6 Interest expense add back -- -- -- -- -- $52.7 $52.7 Depreciation and amortization $25.1 $36.4 $11.5 $7.1 -- -- $80.1 Distributions from unconsolidated entities $8.4 -- -- -- -- -- $8.4 Equity in earnings of unconsolidated entities $(6.3) -- -- -- -- -- $(6.3) Unit-based compensation -- -- -- -- -- -- -- Income tax expense -- -- -- -- $0.6 -- $0.6 Adjusted EBITDA $69.7 $58.8 $34.5 $8.5 $(15.4) $0.0 $156.1 MARTIN MIDSTREAM PARTNERS L.P. 2018E Adjusted EBITDA Guidance Reconciliation Natural Gas Services 1Q18E 2Q18E 3Q18E 4Q18E 2018E Cardinal $9.7 $8.6 $6.4 $6.3 $31.0 Butane $9.1 $1.3 $1.5 $14.2 $26.1 WTLPG $1.5 $1.6 $2.5 $2.9 $8.5 NGLs $0.4 $0.4 $0.4 $0.3 $1.5 Propane $1.2 $0.2 $0.2 $1.0 $2.6 Total NGS $21.9 $12.1 $11.0 $24.7 $69.7 Terminalling & Storage 1Q18E 2Q18E 3Q18E 4Q18E 2018E Marine Shore-Based Terminals $3.1 $3.1 $3.1 $3.1 $12.4 Martin Lubricants $2.9 $3.2 $3.0 $2.4 $11.5 Smackover Refinery $4.8 $5.1 $5.0 $5.0 $19.9 Specialty Terminals $2.3 $2.5 $2.6 $2.8 $10.2 Hondo Asphalt $1.2 $1.2 $1.2 $1.2 $4.8 Total T&S $14.3 $15.1 $14.9 $14.5 $58.8 Sulfur Services 1Q18E 2Q18E 3Q18E 4Q18E 2018E Fertilizer $6.8 $6.1 $4.9 $3.6 $21.4 Molten Sulfur $1.6 $1.5 $1.5 $1.5 $6.1 Sulfur Prilling $1.6 $1.8 $1.8 $1.8 $7.0 Total Sulfur Services $10.0 $9.4 $8.2 $6.9 $34.5 Marine Transportation 1Q18E 2Q18E 3Q18E 4Q18E 2018E Inland $1.8 $2.5 $2.5 $2.6 $9.4 Offshore $0.8 $0.9 $0.9 $0.9 $3.5 Marine USG&A $(1.1) $(1.1) $(1.1) $(1.1) $(4.4) Total Marine $1.5 $2.3 $2.3 $2.4 $8.5 Unallocated SG&A $(3.8) $(3.8) $(3.9) $(3.9) $(15.4) Total Adjusted EBITDA $43.9 $35.1 $32.5 $44.6 $156.1 $ millions


 
9 Natural Gas Services • Fee-based, multi-year natural gas storage contracts (weighted average life approximately 3.0 years as of December 31, 2017) • Fee-based, regulated common carrier tariffs (WTLPG) • Margin-based, wholesale NGLs Terminalling & Storage • Fee-based contracts for traditional storage assets – Specialty and Marine Shore-Based Terminals (with minimum volume commitments) • Fee-based, long-term tolling agreement for Smackover Refinery (with guaranteed minimum volume) • Margin-based, lubricants contracts/revenue Sulfur Services • Fee-based, multi-year “take-or-pay” contracts for prilling assets • Fee-based molten sulfur transportation and handling contract • Margin-based fertilizer contracts/revenue Marine Transportation • Fee-based, day-rate contracts *See slide 36 of the Appendix for reconciliation of Fee-based vs. Margin-based cash flows by segment MARTIN MIDSTREAM PARTNERS L.P. Strong Fee-Based Contract Mix *


 
M A R T I N M I D S T R E A M P A R T N E R S L . P . Bank amendment


 
11 MARTIN MIDSTREAM PARTNERS L.P. Bank Amendment - Situation Overview & Objectives • MMLP has amended its revolving credit facility to accommodate growth capital expenditures necessary for the previously announced WTLPG extension/expansion project. • MMLP expects to spend approximately $40 million during 2018 on the project. • Working with our bank group, we achieved two primary objectives: • Objective No. 1: Covenant Relief for Pipeline Expansion • Starting in the first quarter of 2017, the amendment will provide short-term (5 quarters) covenant relief by increasing the total leverage ratio to 5.75x with step downs back to 5.25x. • Objective No. 2: Working Capital Sublimit • Borrowings under the working capital sublimit are excluded from the total leverage and secured leverage calculations given the seasonal, self-liquidating nature of the NGL (butane) business. • Sublimit not to exceed $75 million, with seasonal step-down to $10 million for the months of March through June of each fiscal year • Sublimit subject to a monthly borrowing base not to exceed 90% of the value of forward sold / hedged inventory A detailed description of the credit facility amendment is shown on slide 39 of the Appendix.


 
M A R T I N M I D S T R E A M P A R T N E R S L . P . OPERATIONAL OVERVIEW


 
13 • Cardinal Gas Storage operates approximately 50 billion cubic feet of natural gas storage capacity across four facilities throughout northern Louisiana and Mississippi. • MMLP distributes NGLs purchased primarily from refineries and natural gas processors. The Partnership stores and transports NGLs for delivery to refineries, industrial NGL users and wholesale delivery to propane retailers. • MMLP owns an NGL pipeline which spans approximately 200 miles from Kilgore, Texas to Beaumont, Texas. MMLP also owns and operates approximately 2.4 million barrels of underground storage capacity for NGLs. • MMLP owns a 20% non-operating interest in WTLPG. WTLPG owns an approximate 2,300 mile common carrier pipeline system that transports NGLs from New Mexico and Texas to Mont Belvieu, Texas for fractionation. Key Assets 2017 Adj. EBITDA 2018E Adj. EBITDA Cardinal $39.4 $31.0 Butane $28.1 $26.1 WTLPG $5.3 $8.5 NGLs $0.9 $1.5 Propane $2.1 $2.6 Total NGS $75.8 $69.7 $ millions MARTIN MIDSTREAM PARTNERS L.P. Natural Gas Services Overview


 
14 • Firm contracted model (90%) for natural gas storage with interruptible service upside • Long-term contracts – Cardinal’s weighted average contract life of approximately 3.0 years protects against significant cash flow deterioration in the near term • Potential storage demand drivers: • LNG exports • Natural gas exports to Mexico • Increasing industrial and petrochemical use • Coal-fired power conversions to natural gas • Increased volatility – Due to demand drivers above, natural gas price volatility should enhance the value of storage assets Type Working Gas Capacity (bcf) Currently Contracted Years Arcadia Salt Dome 16.0 97% 2.2 Cadeville Depleted Reservoir 17.0 100% 5.4 Perryville Salt Dome 12.7 67% 1.7 Monroe Depleted Reservoir 7.4 95% 2.6 Source 10-K, December 31, 2017 Firm Contracted/Fee-Based Storage Model Cardinal Contract Summary MARTIN MIDSTREAM PARTNERS L.P. – natural gas services Cardinal Gas Storage (1) Cardinal wholly-owned since August 2014 (2) Reflective of the results from 2017 open season and original Perryville contracts maturing 6/30/18 $15.8 $44.3 $42.0 $39.4 $31.0 2014 2015 2016 2017 2018E Cardinal Gas Storage Adjusted EBITDA ( 1 ) ( 2 )


 
15 Arcadia Gas Storage • Salt dome facility (Arcadia, Louisiana) – 16.0 bcf Perryville Gas Storage • Salt dome facility (Delhi, Louisiana) – 12.7 bcf Cadeville Gas Storage • Depleted reservoir facility (Monroe, Louisiana) – 17.0 bcf Monroe Gas Storage • Depleted reservoir facility (Amory, Mississippi) – 7.4 bcf MARTIN MIDSTREAM PARTNERS L.P. – natural gas storage Cardinal Gas Storage Asset Overview Monroe Gas Storage Site


 
16 • Refineries adjust the vapor pressure of gasoline to meet seasonal EPA standards and are allowed to blend butane into the gasoline pool during winter months. • MMLP owns and leases a network of underground storage facilities in Louisiana and Mississippi. • MMLP has rail and truck transloading capabilities at its Arcadia, Louisiana facility. • Further assists refineries in balancing butane offtake during non-blending seasons Butane Optimization MARTIN MIDSTREAM PARTNERS L.P. – natural gas services Butane Optimization $15.7 $19.9 $23.5 $28.1 $26.1 2014 2015 2016 2017 2018E Butane Adjusted EBITDA


 
17 • The WTLPG system is approximately 2,300 miles of Y-grade pipeline from Eastern New Mexico to Mt. Belvieu, Texas. • MMLP owns a 20% non-operating interest in WTLPG (OKE is owner/operator of remaining 80%). • Nameplate capacity of approximately 240 MBbls/day; 2017 volumes were approximately 190 MBbls/day • Connection into Cajun Sibon pipeline provides delivery alternative to Mt. Belvieu, Texas. • Moves west to east/southeast across multiple producing regions: • Permian Basin • Barnett Shale • East Texas/Cotton Valley • Planned expansion into Delaware Basin on-line 3Q 2018 • Railroad Commission of Texas tariff dispute and adjudication process is ongoing. (1) System Map MARTIN MIDSTREAM PARTNERS L.P. – natural gas services West Texas LPG Pipeline (WTLPG) $4.3 $11.2 $7.5 $5.3 $8.5 2014 2015 2016 2017 2018E WTLPG Adjusted EBITDA (1) See slide 38 in Appendix for detailed timeline of RRC tariff case


 
18 • Assets include 200-mile East Texas Pipeline transporting Y-grade from Kilgore to Beaumont, Texas for fractionation; East Texas market volumes gathered by truck for pipeline injection • Spindletop terminal supplies (Beaumont, Texas) natural gasoline to Beaumont area customers • Wholesale propane distribution to approximately 100 regional customers throughout the Southeastern U.S. • Martin LP provides local propane distribution in East Texas market. • Propane volumes have declined over the past several decades as distributors are consolidated and alternative heat sources are utilized. Propane NGL MARTIN MIDSTREAM PARTNERS L.P. – natural gas services NGLs & Propane $8.2 $4.1 $1.2 $0.9 $1.5 2014 2015 2016 2017 2018E NGLs Adjusted EBITDA $4.9 $4.0 $4.5 $2.1 $2.6 2014 2015 2016 2017 2018E Propane Adjusted EBITDA


 
19 • MMLP operates 38 terminal facilities with an aggregate storage capacity of 2.9 million barrels. • These facilities provide storage, refining, blending, packaging and handling services of petroleum products and by- products and petrochemicals through: • 22 marine shore-based terminals across the U.S. Gulf Coast • 16 specialty terminals throughout the U.S. Gulf Coast and other regions • The location and composition of these terminals are structured to complement MMLP’s other businesses. T&S Segment 2017 Adj. EBITDA 2018E Adj. EBITDA Marine Shore- Based Terminals $14.5 $12.4 Martin Lubricants $9.4 $11.5 Smackover Refinery $21.4 $19.9 Specialty Terminals – Other $7.3 $10.2 Hondo Asphalt $1.9 $4.8 Total T&S $54.5 $58.8 $ millions MARTIN MIDSTREAM PARTNERS L.P. Terminalling & Storage Overview


 
20 Gulf Coast Fuel and Lubricant Distribution Network • 22 terminals along the Gulf Coast from Theodore, Alabama to Corpus Christi, Texas • Terminalling assets utilized by Martin Energy Services (MRMC) to facilitate the distribution and marketing of fuel and lubricants to oil and gas exploration and production companies, oilfield service companies, marine transportation companies and offshore construction companies • Additional logistical support services provided: • Storage and handling of tubular goods • Loading and unloading bulk materials • Providing facilities and equipment to store and mix drilling fluids • Fee-based contract structure provides stable cash flow. • Annual MVC contract with MRMC guaranteeing minimum fuel throughput MARTIN MIDSTREAM PARTNERS L.P. – Terminalling & Storage Marine Shore-Based Terminals $15.3 $16.9 $15.1 $10.1 $8.4 $3.0 $2.6 $3.3 $4.4 $4.0 $18.3 $19.5 $18.4 $14.5 $12.4 2014 2015 2016 2017 2018 Marine Shore-Based Terminals Adjusted EBITDA Marine Shore-Based Terminals Ship Channel Lubricants


 
21 Lubricant Blending & Packaging • Specialty lubricant product blending and packaging assets located within MMLP’s Smackover Refinery in Smackover, Arkansas include: • 235,000 sq. ft. warehouse • 3.9 million gallons bulk storage • MMLP purchases base oils to blend and package branded and private label lubricants for agricultural and industrial applications. Grease • Commercial and industrial grease processing and packaging assets located in Kansas City, Missouri and Houston, Texas include: • 75,000 sq. ft. warehouse • 0.2 million gallons bulk storage Lubricant Packaging Facility, Smackover, Arkansas MARTIN MIDSTREAM PARTNERS L.P. – terminalling & storage Martin Lubricants $8.2 $8.5 $8.7 $9.4 $11.5 2014 2015 2016 2017 2018E Martin Lubricants Adjusted EBITDA


 
22 Specialized Naphthenic Refinery • 7,700 bpd capacity naphthenic lube refinery located in Smackover, Arkansas • Specialized facility processes crude oil into finished products including naphthenic lubricants, distillates and asphalt • Naphthenic lubricants have customized non- paraffinic industrial uses including: • Transformer oils • Rubber extenders • Base oil for lubricants • Fee-based contract structure provides stable cash flow. • Long-term tolling agreement with MRMC eliminates commodity exposure and working capital requirements MARTIN MIDSTREAM PARTNERS L.P. – terminalling & storage Smackover Refinery Smackover Refinery, Smackover, Arkansas $11.3 $15.4 $20.4 $21.4 $19.9 2014 2015 2016 2017 2018E Smackover Refinery Adjusted EBITDA


 
23 Hondo Asphalt Terminal, Hondo, Texas Specialty Terminals Overview • Network of 14 terminals which facilitate the movement of petroleum products and by-products and petrochemicals from oil refiners and natural gas processing facilities • Specialized capabilities include the ability to store and handle products with a wide range of temperature requirements (-30° to +400°F) and receives products transported by vessel, barge, rail or truck • Products handled include: • Anhydrous ammonia (temp requirement: -30°F) • Asphalt (temp requirement: up to 400°F) • Crude oil • Fuel oil • Molten sulfur (temp requirement: 270°F) • Sulfuric acid • Other assorted petroleum products and by- products MARTIN MIDSTREAM PARTNERS L.P. – terminalling & storage Specialty Terminals (1)Represents Specialty Terminals cash flow from ongoing operations (2)Represents partial year 2017 (asset purchased February 22, 2018) and full year 2018 operations from Hondo Asphalt Terminal $5.3 $6.8 $10.4 $7.3 $10.2 $1.9 (2) $4.8 (2) 2014 2015 2016 2017 2018E Specialty Terminals Adjusted EBITDA (1) $9.2 $15.0


 
24 Expertise In “Hard to Handle” Product and By-Product Logistics • South Houston and Omaha Asphalt • Asphalt terminalling and processing facilities backed with minimum throughput guarantee (with MRMC) • Dunphy • Elko, Nevada sulfuric acid terminal serving the mining industry • Minimum throughput guarantee • Tampa • Asphalt and fuel oil terminalling capabilities • Minimum throughput guarantees (with MRMC and multiple other counterparties) • Hondo Asphalt Terminal • Facility located 40 miles west of the San Antonio city center with capacity of 182,100 barrels of asphalt storage, and blending and processing capabilities • Transportation advantage over the competition in relation to serving strong demographic growth area of San Antonio and the surrounding markets • Located in close proximity to multiple aggregate quarries and surrounded by numerous hot mix plants • Third party supply optionality from the Gulf Coast and Midwest regions Specialized Sites (continued) Specialized Sites MARTIN MIDSTREAM PARTNERS L.P. – terminalling & Storage Specialty Terminals


 
25 Expertise In “Hard to Handle” Product and By-Product Logistics • Beaumont Neches • Multi-service terminal • Sulfur offtake and gathering point for Texas and Louisiana refiners • Deep water and barge dock access • Serviced by 3 rail lines (BNSF, KCS, UP) • Dry bulk shiploader – 20,000 tons/day • Additional 96 acres available for expansion • Beaumont Spindletop • Natural gasoline terminal providing feedstock to petrochemical manufacturer • Beaumont Stanolind • Multi-product handling facility including: • Molten sulfur • Asphalt/Fuel oil • Sulfuric acid Specialized Sites (continued) MARTIN MIDSTREAM PARTNERS L.P. – terminalling & Storage Specialty Terminals Dunphy Sulfuric Acid Terminal, Elko, Nevada


 
26 • Molten sulfur, a refinery by-product is aggregated, stored and prilled through MMLP’s integrated value chain systems along the U.S. Gulf Coast and Northern California region. • MMLP manufactures and markets sulfur-based fertilizers and related sulfur products (sulfuric acid) to wholesale fertilizer distributors and industrial users. • MMLP has the necessary assets and expertise to handle the unique requirements for transportation and storage of molten sulfur. • By managing sulfur offtake, MMLP assists refineries in balancing production runs. Sulfur Services Segment 2017 Adj. EBITDA 2018E Adj. EBITDA Fertilizer $19.6 $21.4 Molten Sulfur $6.9 $6.1 Sulfur Prilling $7.5 $7.0 Total Sulfur Services $34.0 $34.5 $ millions MARTIN MIDSTREAM PARTNERS L.P. Sulfur Services Overview


 
27 • Provides transportation, processing and marketing services necessary to move product from producer to consumer • Intermodal transportation offers multiple fee opportunities for MMLP MARTIN MIDSTREAM PARTNERS L.P. – sulfur services Integrated Sulfur Value Chain


 
28 • MMLP manufactures and markets sulfur-based fertilizers and related sulfur products for agricultural and industrial use from manufacturing plants in Texas and Illinois. • Typical customers include large distributors that own or control local retail and wholesale distribution outlets. Fertilizer Overview • The single largest factor influencing fertilizer demand in the U.S. is corn acres planted. • Global population growth is expected to further increase demand for corn from the U.S. (food/fuel- ethanol). • 90.2 million corn acres were planted in 2017; current USDA estimate for 2018 is 91.0 million acres Supply/Demand MARTIN MIDSTREAM PARTNERS L.P. – sulfur services Fertilizer $16.2 $19.5 $21.7 $19.6 $21.4 2014 2015 2016 2017 2018E Fertilizer Adjusted EBITDA


 
29 • Sulfur production is driven by refinery utilization and demand for refined products. • Refiners require security of by-product offtake Supply Demand • Demand for sulfur is primarily driven by fertilizer and sulfuric acid demand both of which are correlated with global industrial and agricultural economic drivers. Handling and Transportation Agreement • MMLP transports molten sulfur from U.S. Gulf Coast refineries to the Tampa market for fertilizer production. MARTIN MIDSTREAM PARTNERS L.P. – sulfur services Molten Sulfur $8.7 $9.8 $6.7 $6.9 $6.1 2014 2015 2016 2017 2018E Molten Sulfur Adjusted EBITDA


 
30 Terminal Location Production Capacity Products Stored Neches Beaumont, Texas 5,500 metric tons/day Molten, prilled & granulated sulfur Stockton Stockton, California 1,000 metric tons/day Molten & prilled sulfur • Refiners pay MMLP minimum reservation fees, plus additional operating fees for prilling services • Contracts consist of 3 to 5 year service agreements with evergreen provisions – long-term customer relationships Prilling Agreements • Security of sulfur/by-product offtake is critical to operational stability of all refiners • Prilled sulfur enables large scale transportation for exportation on dry bulk vessels • At Beaumont, Texas the export option provides pricing leverage for Gulf Coast refiners selling sulfur into the domestic market. • At Stockton, California export is the primary option for disposal of residual sulfur production from Northern California refineries. Supply/Demand MARTIN MIDSTREAM PARTNERS L.P. – sulfur services Prilled Sulfur $8.9 $6.7 $6.7 $7.5 $7.0 2014 2015 2016 2017 2018E Sulfur Prilling Adjusted EBITDA


 
31 • MMLP utilizes inland and offshore tows to provide marine transportation of petroleum products and by-products. • MMLP’s marine transportation business operates coastwise along the Gulf of Mexico, East Coast and on the U.S. inland waterway system, primarily between domestic ports along the Gulf of Mexico, Intracoastal Waterway, the Mississippi River system and the Tennessee-Tombigbee Waterway system. Marine Transportation Segment 2017 Adj. EBITDA 2018E Adj. EBITDA Inland $9.2 $9.4 Offshore $2.9 $3.5 Marine SG&A $(4.6) $(4.4) Total Marine $7.5 $8.5 $ millions MARTIN MIDSTREAM PARTNERS L.P. Marine Transportation Overview


 
32 • 33 inland marine tank barges • 18 inland push-boats • 1 offshore tug and barge unit • Ability to handle specialty products (asphalt, fuel oil, gasoline, sulfur and other bulk liquids), which complements MMLP’s Specialty Terminals • Marine Transportation contracts with other MMLP segments, MRMC, major and independent oil gas refiners and select international and domestic trading companies. • Fee-based day-rate contracts Marine Transportation MARTIN MIDSTREAM PARTNERS L.P. – marine transportation Assets


 
33 Current Environment • Weak day-rates continue even as utilization has improved • Contract tenor trending toward short term and spot market • Asset rationalization continues with $5.4 million in assets currently held for sale • Fleet reduction of 13 units (4 boats/9 barges) in last 24 months has significantly reduced operating expenses MARTIN MIDSTREAM PARTNERS L.P. – marine transportation Inland & Offshore $3.3 $7.3 $3.0 $2.9 $3.5 2014 2015 2016 2017 2018E Offshore Marine Adjusted EBITDA $21.6 $16.3 $9.6 $9.2 $9.4 2014 2015 2016 2017 2018E Inland Marine Adjusted EBITDA


 
M A R T I N M I D S T R E A M P A R T N E R S L . P . APPENDIX


 
35 12/31/2016 12/31/2017 DEBT Revolving Credit Facility Due March 2020 $443.0 $445.0 Senior Secured Debt $443.0 $445.0 Senior Notes Due February 2021 $373.8 $373.8 Total Debt $816.8 $818.8 EQUITY Partners’ Capital $312.0 $298.2 Total Capitalization $1,128.8 $1,117.0 Market Capitalization $650.6 $538.2 Enterprise Value $1,467.4 $1,357.0 CREDIT METRICS Revolver Capacity $664.4 $664.4 Availability $221.4 $219.4 Adjusted EBITDA per lender compliance (1) $166.4(2) $160.3 Senior Debt/Adjusted EBITDA 2.66x 2.78x Total Debt/Adjusted EBITDA 4.91x 5.11x Debt/Cap 72.4% 73.3% (1) Adjusted EBITDA per lender compliance certificates (2) Per lender compliance adjusted for divestiture of Corpus Christi terminal assets MARTIN MIDSTREAM PARTNERS L.P. Capitalization $ millions


 
36 MARTIN MIDSTREAM PARTNERS L.P. Fee-based Cash Flow Reconciliation for 2018 (slide 9) 1Q18E 2Q18E 3Q18E 4Q18E 2018E Terminalling & Storage Shore Based Terminals 2.1$ 2.1$ 2.1$ 2.1$ 8.4$ Fixed Fee Shore Based Lubricants 1.0$ 1.0$ 1.0$ 1.0$ 4.0$ Margin Martin Lubricants 2.9$ 3.2$ 3.0$ 2.4$ 11.5$ Margin Smackover Refinery 4.8$ 5.1$ 5.0$ 5.0$ 19.9$ Fixed Fee Specialty Terminals 3.5$ 3.7$ 3.8$ 4.0$ 15.0$ Fixed Fee Total T&S 14.3$ 15.1$ 14.9$ 14.5$ 58.8$ Natural Gas Services Cardinal 9.7$ 8.6$ 6.4$ 6.3$ 31.0$ Fixed Fee Butane 9.1$ 1.3$ 1.5$ 14.2$ 26.1$ Margin WTLPG 1.5$ 1.6$ 2.5$ 2.9$ 8.5$ Fixed Fee NGLs 0.4$ 0.4$ 0.4$ 0.3$ 1.5$ Margin Propane 1.2$ 0.2$ 0.2$ 1.0$ 2.6$ Margin Total NGS 21.9$ 12.1$ 11.0$ 24.7$ 69.7$ Marine Transportation Inland 1.8$ 2.5$ 2.5$ 2.6$ 9.4$ Offshore 0.8$ 0.9$ 0.9$ 0.9$ 3.5$ Marine USG&A (1.1)$ (1.1)$ (1.1)$ (1.1)$ (4.4)$ Total Marine 1.5$ 2.3$ 2.3$ 2.4$ 8.5$ Fixed Fee Sulfur Services Fertilizer 6.8$ 6.1$ 4.9$ 3.6$ 21.4$ Margin Molten Sulfur 1.6$ 1.5$ 1.5$ 1.5$ 6.1$ Fixed Fee Sulfur Prilling 1.6$ 1.8$ 1.8$ 1.8$ 7.0$ Fixed Fee Total Sulfur Services 10.0$ 9.4$ 8.2$ 6.9$ 34.5$ Adjusted EBITDA from Operations 47.7$ 38.9$ 36.4$ 48.5$ 171.5$ Unallocated SG&A (3.8) (3.8) (3.9) (3.9) (15.4)$ Total Adjusted EBITDA 43.9$ 35.1$ 32.5$ 44.6$ 156.1$ $ millions


 
37 0.97 1.00 0.96 1.18 1.00 2014 2015 2016 2017 2018E Distribution Coverage Ratio x x x x x MARTIN MIDSTREAM PARTNERS L.P. 2018E Total Capital Expenditures Reconciliation (slide 7) (1) For 2018, One Time M-CapEx Items include an environmental project at the Smackover Refinery (*MBBR - $6.4MM) and five-year regulatory dry docking for Marine Transportation assets (Drydocking - $4.1MM) (2) Excludes purchase of remaining interests in Redbird of $391MM in 2014 and the $20MM initial investment in the Hondo Asphalt Terminal in 2017. *Moving bed biofilm reactor $ millions (1) $74.7 $53.9 $19.1 $24.0 $50.3 $14.6 $12.9 $17.2 $18.1 $29.3 $10.5 $93.3 $68.7 $38.3 $43.6 $90.1 2014 2015 2016 2017 2018E Total Capital Expenditures Expansion CapEx Plant Turnaround Costs Maintenance CapEx One Time M-CapEx Items (2) (2)


 
38 MARTIN MIDSTREAM PARTNERS L.P. West Texas LPG Pipeline Rate Update (slide 17) • Certain shippers filed complaints with the Texas RRC (Railroad Commission of Texas) challenging the increased rates WTLPG (West Texas LPG Pipeline) implemented effective July 1, 2015. • On March 8, 2016, contrary to the recommendation of the administrative law judge, the RRC issued an order directing that WTLPG charge the rates that were in effect prior to July 1, 2015. • A hearing on the merits of the complaints was held before a hearings examiner during the week of March 27, 2017. • The hearings examiner subsequently issued a Proposal for Decision on September 29, 2017. This Proposal for Decision was favorable to WTLPG and found that a competitive market exists both geographically and functionally. • On December 5, 2017, this matter was delayed until the next RRC meeting on January 23, 2018 as one of the commissioners requested more time to read the case. • At the January meeting, Commissioner Ryan Sitton strongly agreed with the findings of the hearings examiner that a competitive market exists and acknowledged that the case should be dismissed. Despite such findings, the other two commissioners requested a new (further) market study to be developed for the limited purpose of considering additional relevant evidence regarding competition—nearly 22 months after the RRC’s initial ruling. • On January 31, 2018, WTLPG filed a Motion for Reconsideration asking that the Commission revert back to the previous findings of the hearings examiner, or at a minimum, the Commission consider interim rate relief. • Our Motion for Reconsideration is on the agenda for February 27, 2018.


 
39 Borrower Martin Operating Partnership L.P. (the “Borrower”) Guarantors Martin Midstream Partners L.P. and all present and future subsidiaries of the Borrower Facility $664 million Senior Secured Revolving Credit Facility  L/C Sublimit: $50 million  Accordion: $336 million Maturity March 28, 2020 (~2.1 years remaining) Financial Covenants Pricing Grid Leverage Ratio LIBO R Margin Base Rate Margin Commitment Fee < 3.00x 200 bps 100 bps 30 bps ≥ 3.00x; < 3.50x 225 bps 125 bps 37.5 bps ≥ 3.50x; < 4.00x 250 bps 150 bps 37.5 bps ≥ 4.00x; < 4.50x 275 bps 175 bps 50 bps ≥ 4.50x 300 bps 200 bps 50 bps Note: Shading indicates current pricing level Added an Inventory Sublimit not to exceed $75 million with seasonal step-down to $10 million for the months of March through June of each fiscal year  Subject to a monthly borrowing base not to exceed 90% of the value of forward sold / hedged inventory  Borrowings under the Inventory Sublimit are excluded from the total leverage and secured leverage ratio calculations Same as existing Same as existing Same as existing Same as existing  Maximum Leverage Ratio: 5.25x with step-up to 5.50x for the two fiscal quarters following the quarter in which an acquisition (≥ $50 million) is consummated  Maximum Senior Leverage Ratio: 3.50x  Minimum Interest Coverage Ratio: 2.50x  Maximum Leverage Ratio: 5.75x for 1Q18 and 2Q18, 5.50x for 3Q18, 4Q18, and 1Q19 and 5.25x thereafter  Maximum Senior Leverage Ratio: 3.25x  Minimum Interest Coverage Ratio: 2.50x Existing as Amended MARTIN MIDSTREAM PARTNERS L.P. Existing & Proposed Terms (slide 11)


 
40 Natural Gas Services Terminalling & Storage Sulfur Services Marine Transportation SG&A Interest Expense 2017 Actual Net income (loss) $53.5 $3.3 $25.9 $(1.2) $(16.6) $(47.8) $17.1 Interest expense add back -- -- -- -- -- $47.8 $47.8 Depreciation and amortization $24.9 $45.2 $8.1 $7.0 -- -- $85.2 (Gain) loss on sale of property, plant and equipment $0.1 $(0.8) -- $0.1 -- -- $(0.6) Impairment of long lived assets -- $0.6 -- $1.6 -- -- $2.2 Non-cash hurricane contingency accrual -- $0.7 -- -- -- -- $0.7 Asset retirement obligation accrual -- $5.5 -- -- -- -- $5.5 Unrealized mark-to-market on commodity derivatives $(3.8) -- -- -- -- -- $(3.8) Distributions from unconsolidated entities $5.4 -- -- -- -- -- $5.4 Equity in earnings of unconsolidated entities $(4.3) -- -- -- -- -- $(4.3) Unit-based compensation -- -- -- -- $0.7 -- $0.7 Income tax expense -- -- -- -- $0.3 -- $0.3 Adjusted EBITDA $75.8 $54.5 $34.0 $7.5 $(15.6) $0.0 $156.2 MARTIN MIDSTREAM PARTNERS L.P. 2017 Adjusted EBITDA and GAAP Reconciliation $ millions


 
41 Natural Gas Services Terminalling & Storage Sulfur Services Marine Transportation SG&A Interest Expense 2016 Actual Net income (loss) $43.1 $44.1 $26.8 $(19.8) $(16.4) $(46.1) $31.7 Interest expense add back -- -- -- -- -- $46.1 $46.1 Depreciation and amortization $28.1 $45.5 $8.0 $10.5 -- -- $92.1 (Gain) loss on sale of property, plant and equipment $0.1 $(35.4) $0.3 $1.6 -- -- $(33.4) Impairment of goodwill -- -- -- $4.1 -- -- $4.1 Impairment of long lived assets -- $15.3 -- $11.7 -- -- $27.0 Unrealized mark-to-market on commodity derivatives $4.6 -- -- -- -- -- $4.6 Distributions from unconsolidated entities $7.5 -- -- -- -- -- $7.5 Equity in earnings of unconsolidated entities $(4.7) -- -- -- -- -- $(4.7) Unit-based compensation -- -- -- -- $0.9 -- $0.9 Income tax expense -- -- -- -- $0.7 -- $0.7 Adjusted EBITDA $78.7 $69.5 $35.1 $8.1 $(14.8) $0.0 $176.6 MARTIN MIDSTREAM PARTNERS L.P. 2016 Adjusted EBITDA and GAAP Reconciliation $ millions


 
42 Natural Gas Services Terminalling & Storage Sulfur Services Marine Transportation SG&A Interest Expense 2015 Actual Income (loss) from continuing operations $47.6 $18.8 $27.1 $4.6 $(17.6) $(43.3) $37.2 Interest expense add back -- -- -- -- -- $43.3 $43.3 Depreciation and amortization $34.1 $38.7 $8.5 $11.0 -- -- $92.3 Loss on sale of property, plant and equipment $0.3 $0.5 $0.4 $1.0 -- -- $2.2 Impairment of long lived assets -- $9.3 -- $1.3 -- -- $10.6 Unrealized mark-to-market on commodity derivatives $(0.7) -- -- -- -- -- $(0.7) Distributions from unconsolidated entities $11.2 -- -- -- -- -- $11.2 Equity in earnings of unconsolidated entities $(9.0) -- -- -- -- -- $(9.0) Gain on retirement of senior unsecured notes -- -- -- -- $(1.2) -- $(1.2) Unit-based compensation -- -- -- -- $1.4 -- $1.4 Income tax expense -- -- -- -- $1.0 -- $1.0 Adjusted EBITDA $83.5 $67.3 $36.0 $17.9 $(16.4) $0.0 $188.3 MARTIN MIDSTREAM PARTNERS L.P. 2015 Adjusted EBITDA and GAAP Reconciliation $ millions


 
43 Natural Gas Services Terminalling & Storage Sulfur Services Marine Transportation SG&A Interest Expense 2014 Actual Income (loss) from continuing operations $36.1 $27.0 $25.7 $3.2 $(56.2) $(42.2) $(6.4) Interest expense add back -- -- -- -- -- $42.2 $42.2 Depreciation and amortization $13.1 $37.6 $8.2 $9.9 -- -- $68.8 Loss on sale of property, plant and equipment -- $0.1 -- $1.4 -- -- $1.5 Impairment of long lived assets -- -- -- $3.5 -- -- $3.5 Unrealized mark-to-market on commodity derivatives $0.8 -- -- -- -- -- $0.8 Distributions from unconsolidated entities $4.3 -- -- -- -- -- $4.3 Equity in earnings of unconsolidated entities $(5.5) -- -- -- -- -- $(5.5) Debt prepayment premium -- -- -- -- $7.8 $7.8 Reduction in fair value of investment in Cardinal due to the purchase of the controlling interest -- -- -- -- $30.1 $30.1 Unit-based compensation -- -- -- -- $0.8 -- $0.8 Income tax expense -- -- -- -- $1.1 -- $1.1 Adjusted EBITDA $48.8 $64.7 $33.9 $18.0 $(16.4) $0.0 $149.0 MARTIN MIDSTREAM PARTNERS L.P. 2014 Adjusted EBITDA and GAAP Reconciliation $ millions


 
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