Calumet Specialty Products Partners, L.P. Announces Agreement to Acquire San Antonio, Texas Refinery Assets from NuStar Energy, L.P. for Approximately $115 Million

INDIANAPOLIS, Dec. 17, 2012 /PRNewswire/ -- Calumet Specialty Products Partners, L.P. ("Calumet") (NASDAQ:CLMT) announced today that it has signed a definitive agreement to acquire the San Antonio, Texas refinery and associated crude oil pipeline, crude oil terminal, other operating and logistics assets and inventories (the "San Antonio Assets") of NuStar Refining, LLC and NuStar Logistics, L.P., both wholly owned subsidiaries of NuStar Energy L.P. (NYSE:NS), for aggregate consideration of approximately $100 million, plus an amount for closing date inventory estimated to be $15 million, subject to customary purchase price adjustments (the "NuStar Acquisition"). Closing of the transaction is expected to occur in January 2013, subject to customary closing conditions.

Highlights of the San Antonio Assets include the following:

• Refinery crude oil throughput capacity of approximately 14,500 barrels per day;
• Refinery currently produces ultra-low sulfur diesel, jet fuel, specialty solvents, reformates, naphtha, and vacuum gas oil;
• Approximately 0.2 million barrels of storage capacity at the San Antonio refinery and approximately 0.2 million barrels of crude oil storage capacity at a crude oil terminal located in Elmendorf, Texas; and
• Crude oil feedstocks sourced from South Texas, primarily the Eagle Ford Shale.

"We are pleased to announce the acquisition of the San Antonio refinery into our portfolio of assets, giving us further geographic reach with a refinery strategically located near the Eagle Ford Shale.  We expect to complete the refinery's current initiative to add finished gasoline to its product mix in the near term and plan to evaluate a potential capacity expansion for the refinery as well as explore various crude oil sourcing opportunities," said Calumet's Vice Chairman and Chief Executive Officer Bill Grube. "We expect the acquisition to be immediately accretive to distributable cash flow," said Grube.

Calumet intends to finance the NuStar Acquisition through a combination of borrowings under its senior secured revolving credit facility and cash on hand. Calumet's obligation to consummate the NuStar Acquisition is not conditioned upon the receipt of financing.

Latham & Watkins LLP is acting as legal counsel to Calumet.

About the Partnership

Calumet is a master limited partnership and is a leading independent producer of high-quality, specialty hydrocarbon products in North America. Calumet processes crude oil and other feedstocks into customized lubricating oils, solvents, waxes and asphalt used in consumer, industrial and automotive products. Calumet also produces fuel products including gasoline, diesel and jet fuel.  Calumet is based in Indianapolis, Indiana and has ten facilities located in northwest Louisiana, northwest Wisconsin, northern Montana, western Pennsylvania, southeastern Texas and eastern Missouri.   

Cautionary Statement Regarding Forward-Looking Statements

Certain statements and information in this press release may constitute "forward-looking statements."  The words "believe," "expect," "anticipate," "plan," "intend," "foresee," "should," "would," "could" or other similar expressions are intended to identify forward-looking statements, which generally are not historical in nature. These forward-looking statements include, without limitation, Calumet's post-NuStar Acquisition plans, objectives, expectations and intentions with respect to future operations; Calumet's expectations with respect to future financial results of the company after the NuStar Acquisition; satisfaction of the conditions to the closing of the NuStar Acquisition and the possibility that the NuStar Acquisition will not close; timing of the completion of the proposed NuStar Acquisition; Calumet's ability to obtain financing to fund a portion of the NuStar Acquisition; and expectations with respect to distributions. These forward-looking statements are based on Calumet's current expectations and beliefs concerning future developments and their potential effect on Calumet. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting Calumet will be those that Calumet anticipates. All subsequent written and oral forward-looking statements concerning Calumet, the NuStar Acquisition or other matters and attributable to Calumet or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.

For additional information regarding known material factors that could cause Calumet's actual results to differ from its projected results, please see our filings with the Securities and Exchange Commission, including our 2011 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. 

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date they are made.  We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

SOURCE Calumet Specialty Products Partners, L.P.