Oaktree Transaction Overview & Montana Renewables Carveout slide image

Oaktree Transaction Overview & Montana Renewables Carveout

Oaktree Transaction Overview and Sources & Uses • • • • Sale of Calumet's Great Falls hydrocracker and supporting assets to MRL, a wholly-owned unrestricted subsidiary, for $300 million cash proceeds Purchase price funded by a new $300 million senior secured convertible term loan facility extended to MRL by Oaktree Calumet will continue to own and operate the legacy Great Falls Specialty Refinery with a reconfigured processing capacity of 12,000 barrels per day of Canadian crude Calumet contributes $145 million to MRL in exchange for Preferred Equity interest in MRL Contribution consists of $101 million in cash and $44 million in-kind for capex previously spent by Calumet related to the Renewable Diesel conversion project ("RD Conversion") Calumet to use net cash proceeds of $199 million to its balance sheet for debt repayment and for general purposes, including $80 million for the redemption of its 2022 Senior Notes Cash received from Calumet's Preferred Equity investment in MRL is used to fund the RD Conversion Calumet continues to own 100% of the equity interests in MRL and continues to serve as manager and operator of the RD Conversion Hydrocracker remains in crude service under a tolling agreement with Calumet prior to entering renewable diesel service Calumet Sources & Uses ($ million) Sale of Great Falls Hydrocracker & Supporting Assets to MRL Previously Spent RD Conversion Capex Total Sources Preferred Equity Investment in MRL (Cash Portion) Preferred Equity Investment in MRL (Capex Portion) Redemption of Senior Notes due 2022 Cash for Deleveraging Total Uses MRL Sources & Uses ($ million) Senior Secured Convertible Term Loan from Oaktree Preferred Equity Investment from Calumet (Cash Portion) Preferred Equity Investment from Calumet (Capex Portion) Total Sources Purchase of Great Falls Hydrocracker & Supporting Assets Cash to MRL Balance Sheet to Fund RD Conversion Capex Previously Spent RD Conversion Capex Total Uses © 2021 Calumet Specialty Products Partners, L.P. | 6 $300 44 $344 $101 44 80 119 $344 $300 101 44 $445 $300 101 44 $445 CALUMET SPECIALTY PRODUCTS PARTNERS, LP
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