Martin Midstream Partners L.P. (‘MMLP') and its wholly owned subsidiary, Martin Midstream Finance Corp. (‘MMFC' and together with MMLP, the ‘issuers'), have priced their offering of $400 million in aggregate principal amount of 11.500% senior secured second lien notes due 2028 (the ‘Notes') at a price to the public of 97.000% of their face value. The Notes will be guaranteed by certain of MMLP's current wholly owned subsidiaries and future subsidiaries.

The Notes and the guarantees will be secured on a second-priority basis by a lien on the collateral of the Issuers and the guarantors, which will consist of substantially all the assets of the Issuers and the guarantors, subject to certain exceptions. The Notes will mature on February 15, 2028. The offering is expected to close on February 8, 2023, subject to customary conditions.

The Issuers intend to use the net proceeds from the offering to (i) repurchase any and all of the approximately $53.7 million outstanding aggregate principal amount of the Issuers' 10.000% senior secured 1.5 lien notes due 2024 and the approximately $291.4 million outstanding aggregate principal amount of the Issuers' 11.500% senior secured second lien notes due 2025 (collectively, the ‘Existing Notes') through cash tender offers (the ‘Tender Offers'), (ii) to the extent any Existing Notes remain outstanding after the Tender Offers, pay the redemption price of such Existing Notes using the optional redemption provisions of the indentures governing the Existing Notes, (iii) pay fees and expenses incurred in connection with the offering or the repurchase of the Existing Notes and (iv) partially repay outstanding borrowings under MMLP's revolving credit facility. The Notes and related guarantees are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the ‘Securities Act'), or outside the United States to persons other than ‘U.S. persons' in compliance with Regulation S under the Securities Act. The Notes and related guarantees have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.