 KILGORE, Texas, Aug. 10, 2020 GLOBE NEWSWIRE -- Martin Midstream Partners L.P. Nasdaq: MMLP the Partnership today announced the expiration at 5:00 p.m., New York City time, on August 7, 2020 the Expiration Time of its and its subsidiary, Martin Midstream Finance Corp.s FinanceCo and, together with the Partnership, the Issuers previously announced 1 offer to exchange the Exchange Offer any and all of the Issuers outstanding 7.25 senior unsecured notes due 2021 the Existing Notes held by Eligible Holders as defined below of record for a combination of cash, 11.50 Senior Secured Second Lien Notes due 2025 the Exchange Notes, and rights to acquire the Rights Offering 10.00 Senior Secured 1.5 Lien Notes due 2024 the New Notes, as further described below, upon the terms and subject to the conditions set forth in the confidential Exchange Offer Memorandum, Consent Solicitation, Rights Offering, and Disclosure Statement Soliciting Acceptances of a Prepackaged Plan of Reorganization, dated July 9, 2020 as may be amended or supplemented from time to time, the Offering Memorandum and, together with the related Exchange Offer letter of transmittal and the related Exchange Offer eligibility letter, the Exchange Offer Documents, and 2 offer to purchase for cash the Cash Tender Offer and, together with the Exchange Offer, the Offers, and each an Offer any and all of the Existing Notes held by Other Holders as defined below, on the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement, dated July 9, 2020 the Offer to Purchase and, together with the related Cash Tender Offer letter of transmittal and the related Cash Tender Offer eligibility letter, the Cash Tender Offer Documents, and the consent solicitations the Consent Solicitations related to the adoption of proposed amendments to the indenture governing the Existing Notes the Proposed Amendments, as described in the Offering Memorandum and the Offer to Purchase. The Proposed Amendments will not be operative until the Exchange Offer and Cash Tender Offer are consummated according to their terms. Any outstanding Existing Notes are subject to the terms of the agreements implementing the Proposed Amendments. As of the Expiration Time, according to Epiq Corporate Restructuring, LLC, the exchange agent for the Exchange Offer and related Consent Solicitation and the depositary and information agent for the Cash Tender Offer and related Consent Solicitation, the aggregate principal amount of Existing Notes validly tendered and not validly withdrawn in the Offers at or prior to the Expiration Time was 335,666,000, or approximately 92.1 of the 364,456,000 of outstanding Existing Notes, as set forth in the table below.Title of Notes Aggregate Outstanding Election Option Principal Amount Tendered by Expiration Time Percent Tendered by Expiration Time 7.25 Senior Unsecured Notes due 2021 Exchange Offer Option 1 Cash Election 1,427,000 0.4 364,456,000 Exchange Offer Option 2 Exchange Notes Election 34,589,000 9.5 Exchange Offer Option 3 New Notes and Exchange Notes Election 298,425,000 81.9 Cash Tender Offer 1,225,000 0.3 Total 335,666,000 92.1 As previously announced, the required amount of consenting supporting senior noteholders of the Existing Notes party to the Restructuring Support Agreement, dated as of June 25, 2020 as amended and previously disclosed in the Partnerships Current Reports on Form 8-K filed on July 9, 2020 and August 6, 2020, the RSA, which was attached as Exhibit 10.1 to the Partnerships Current Report on Form 8-K filed on June 26, 2020, agreed to reduce the minimum participation condition under the RSA to at least 92 in aggregate principal amount of the Existing Notes as of the Expiration Time. The minimum participation condition has been satisfied, and the Partnership expects to accept all tendered Existing Notes, subject to satisfaction of the conditions set forth in the Offering Memorandum and the Offer to Purchase, and expects to pay the applicable consideration with respect to such Existing Notes on August 12, 2020 such date and time with respect to an Offer, as the same may be extended with respect to such Offer, the Settlement Date.Exchange Offer Pursuant to the terms of the Exchange Offer, Eligible Holders who validly tendered and did not validly withdraw their Existing Notes and their consents on or prior to 5:00 p.m., New York City time, on July 23, 2020 the Early Participation Date will receive total consideration for each 1,000 in principal amount of Existing Notes tendered of either 1 650 in cash Option 1, 2 1,000 in principal amount of Exchange Notes Option 2, or 3 a the right to acquire an Eligible Holders pro rata share of 50.0 million of New Notes, the proceeds of which will be used to fund the cash portion of the Exchange Offer and the Cash Tender Offer, to purchase Existing Notes on a pro rata basis from Eligible Holders that participate in the Rights Offering with Excess Proceeds as defined below, if any, and any remaining proceeds will be used for general partnership purposes and b 1,000 in principal amount of Exchange Notes for such Eligible Holders Existing Notes remaining after application of the Excess Proceeds Option 3, at the option of each Eligible Holder that elects to participate in the Exchange Offer, subject to adjustments as described in the Offering Memorandum. Eligible Holders who validly tendered their Existing Notes after the Early Participation Date but at or prior to the Expiration Time will receive exchange consideration for each 1,000 in principal amount of Existing Notes tendered of either i 600 cash or ii 950 principal amount of Exchange Notes.Because the amount of cash consideration required to be paid pursuant to the cash portion of the Exchange Offer and the Cash Tender Offer the Total Cash Consideration is less than 50.0 million, the Partnership will first purchase Existing Notes from each Eligible Holder electing Option 3, on a pro rata basis based upon such Eligible Holders participation in the Rights Offering relative to all Eligible Holders who participated in the Rights Offering, with Excess Proceeds at a purchase price equal to 1,000 per Existing Note, and the balance of Existing Notes each such Eligible Holder tendered that were not accepted for purchase for cash will be exchanged into Exchange Notes as if such Eligible Holder had made an election pursuant to Option 2 with respect to such balance of Existing Notes. Excess Proceeds will be an amount equal to i the difference between 50.0 million and the Total Cash Consideration multiplied by ii 0.85.Upon the terms and subject to the conditions set forth in the Exchange Offer Documents, the Partnership expects that it will 1 pay approximately 41,966,510 in cash, 2 issue approximately 291,969,885 aggregate principal amount of Exchange Notes and 3 pursuant to the Rights Offering, issue approximately 53,750,000 aggregate principal amount of New Notes, which amount includes the 3.75 million backstop fee, in consideration for the Existing Notes expected to be accepted in the Exchange Offer. Eligible Holders of Existing Notes accepted for exchange will also receive accrued and unpaid interest from and including February 15, 2020 until the Settlement Date.The Exchange Offer and Rights Offering were made, and the applicable exchange consideration was offered and will be issued, only to holders 1 who are x qualified institutional buyers QIBs, as defined in Rule 144A under the Securities Act of 1933, as amended the Securities Act, or y institutional accredited investors as defined in Rule 501a1, 2, 3, and 7 of Regulation D Regulation D of the Securities Act Institutional Accredited Investors, in each case, in a private transaction in reliance upon an applicable exemption from the registration requirements of the Securities Act, such as those provided by Section 4a2 andor Regulation D, and 2 outside the United States, who are not U.S. persons Non-U.S. Persons, as defined in Regulation S Regulation S under the Securities Act, in offshore transactions in reliance upon an applicable exemption from the registration requirements of the Securities Act, such as that provided by Regulation S Eligible Holders. Only Eligible Holders are authorized to receive the Offering Memorandum and to participate in the Exchange Offer and Rights Offering. The Exchange Offer is made only by, and pursuant to, the terms set forth in the Offering Memorandum.If and when issued, the Exchange Notes and the New Notes will not be registered under the Securities Act or with any securities regulatory authority of any state or other jurisdiction. Therefore, the Exchange Notes and the New Notes may not be offered or sold in the United States or to or for the account or benefit of any U.S. persons except pursuant to an offering or sale registered under, an exemption from or in a transaction not subject to the registration requirements of the Securities Act and any applicable state securities laws.Cash Tender OfferPursuant to the terms of the Cash Tender Offer, the consideration for each 1,000 principal amount of the Existing Notes validly tendered by Other Holders after the Early Participation Date and accepted by the Issuers for purchase pursuant to the Cash Tender Offer is 600. 