Martin Midstream Partners L.P. Files Proxy Materials

TL;DR

MMLP filed proxy docs, no new fees. Stay tuned.

AI Summary

Martin Midstream Partners L.P. filed a Definitive Additional Materials (DEFA14A) on December 23, 2024. This filing is related to proxy materials and does not appear to involve a new fee payment, as indicated by the 'No fee required' checkbox. The company is based in Kilgore, Texas.

Why It Matters

This filing indicates ongoing corporate governance activities for Martin Midstream Partners L.P., which is important for investors to stay informed about company decisions and shareholder matters.

Risk Assessment

Risk Level: low — This is a routine proxy filing and does not contain information that inherently increases risk for investors.

Key Players & Entities

• MARTIN MIDSTREAM PARTNERS L.P. (company) — Registrant
• KILGORE (location) — Business Address City
• TX (location) — Business Address State
• 20241223 (date) — Filing Date

FAQ

Key Financial Figures

• $1 m — ommittee successfully negotiated nearly $1 more per unit than MRMCs initial proposal
• $4.02 — NUT TREE & The MRMC transaction CASPIAN $4.02 per unit FACT provides significant, cer

Filing Documents

• d921320ddefa14a.htm (DEFA14A) — 24KB
• g921320g00m03.jpg (GRAPHIC) — 448KB
• g921320g00m04.jpg (GRAPHIC) — 330KB
• g921320g00m05.jpg (GRAPHIC) — 227KB
• g921320g00m06.jpg (GRAPHIC) — 417KB
• 0001193125-24-283687.txt ( ) — 1984KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 Martin Midstream Partners L.P. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 The following communication was made by or on behalf of Martin Midstream Partners L.P. on December 23, 2024. DONT DELAY VOTE FOR THE MRMC TRANSACTION YOUR VOTE IS IMPORTANT NO MATTER HOW MANY UNITS YOU OWN Failure to vote your units will have the same effect as a vote AGAINST the transaction. In order to complete the transaction and maximize the value of your MMLP investment, WE NEED YOUR SUPPORT. LEADING PROXY ADVISORY FIRMS ISS AND GLASS LEWIS RECOMMEND MMLP UNITHOLDERS VOTE FOR THE TRANSACTION We are pleased that Institutional Shareholder Services Inc. (ISS) and Glass Lewis & Co. (Glass Lewis) support the unanimous recommendation of the Conflicts Committee and Board of Directors of MMLPs General Partner that unitholders vote FOR the pending transaction with Martin Resource Management Corporation (MRMC). We believe the ISS and Glass Lewis recommendations validate MMLPs position that the MRMC transaction maximizes value for and is in the best interests of MMLP and all its unitholders. In making its recommendation, ISS stated in its December 16, 2024 report1: · The proposed transaction presents shareholders with a meaningful premium at a price which the company has not traded at for more than two years. Further, the implied valuation of the offer validates the premium, and appears in-line with the company historic valuation relative to the broader MLP market. · the committee was able to negotiate a meaningfully higher final price which appears to be the best available offer from MRMC. Similarly, Glass Lewis stated the following in its December 18, 2024 report1: · In light of the findings from the financial advisors valuation analyses of the Company, as well as our review of the Companys relative performance to its peers, we believe the merger consideration represents an attractive exit valuation and premium for the Companys unaffiliated unitholders. · ...we believe that pursuing a going-private transaction at a meaningful market premium is likely to be superior alternative for the Companys unaffiliated unitholders compared to maintaining the status quo. Vote TODAY FOR the transaction. Visit MaximizeValueforMMLP.com for more information. Setting The Record Straight The combination of MMLP and MRMC is far superior to any other path forward. Despite the benefits of the transaction, Nut Tree and Caspian have made flawed and misleading assertions and ignored important facts, including MMLPs flat growth profile and focus on allocating capital to reduce debt not increasing distributions to unitholders in the years ahead if the transaction is not approved. Nut Tree and Caspian have only derivative exposure to MMLP equity (in addition to Caspian holding MMLP bonds), and therefore Nut Trees and Caspians interests are not fully aligned with the interests of MMLP unitholders. By opposing the MRMC transaction, it is clear Nut Tree and Caspian are willing to impose significant value destruction on MMLP and its unitholders in an effort to advance their own interests. To set the record straight: NUT TREE & Conflicts Committee was Conflicts Committee consists CASPIAN not independent and FACT of three entirely independent MYTH directors who conducted an conducted flawed process extensive review process · No relationships exist which would interfere with the exercise of independent judgment from Conflicts Committee members · Conflicts Committee received advice from Houlihan Lokey, as independent financial advisor, and Potter Anderson, as independent Delaware legal advisor · Conflicts Committee and its independent advisors conducted robust and thorough nine-month review, including critical evaluation of managements financial projections · After seven rounds of price negotiations, Conflicts Committee successfully negotiated nearly $1 more per unit than MRMCs initial proposal NUT TREE & The MRMC transaction CASPIAN $4.02 per unit FACT provides significant, certain MYTH undervalues MMLP and immediate all-cash premium to unitholders · The MRMC transaction provides a 34% premium to

View Full Filing

View this DEFA14A filing on SEC EDGAR