Martin Midstream Partners reaffirms commitment to pending transaction

Martin Midstream Partners (MMLP) issued the following statement in response to the press release issued by Nut Tree Capital Management and Caspian Capital: “The Conflicts Committee of the Board of Directors of Martin Midstream GP LLC, the general partner of MMLP, which consists of three independent directors, conducted a thorough nine-month evaluation with the support of independent legal and financial advisors and was diligent about the best path forward for MMLP, including actively considering proposals submitted by Nut Tree Capital Management and Caspian Capital. Following extensive negotiations, the Conflicts Committee unanimously and in good faith determined that the merger transaction with Martin Resource Management Corporation is fair and reasonable to, and in the best interests of, MMLP and the unaffiliated holders of the MMLP common units. The transaction provides an attractive premium valuation to MMLP unitholders, whereby each holder of the common units other than MRMC and its subsidiaries would receive $4.02 per common unit owned, representing a 34.00% premium to the market closing price prior to MRMC’s initial proposal made on May 24, 2024, and an 11.33% premium to the trailing 30-trading day volume-weighted average price as of October 3, 2024, the date the merger agreement was executed. Notably, the proposals submitted by Nut Tree and Caspian never represented a credible alternative or viable path forward. Further, the Nut Tree and Caspian proposals were predicated on acquiring the General Partner, which was not, and is not, for sale. Importantly, even their own press release noted that the hedge funds have “economic exposure” to MMLP common units, without disclosing any actual ownership. As debt investors in MMLP, with incremental derivative exposure to MMLP equity, Nut Tree’s and Caspian’s interests do not appear to be fully aligned with MMLP unitholders’. We look forward to engaging with unitholders as we work toward completing the transaction by the end of 2024.”