Calumet Completes Upsized Notes Offering

Rhea-AI Summary

Calumet (NASDAQ: CLMT) announced that its subsidiaries completed a private placement of $405 million aggregate principal amount of 9.75% Senior Notes due 2031, issued at 98.996% of par for net proceeds of approximately $393 million. The Offering was upsized from an initial $350 million. Calumet intends to use the net proceeds, cash on hand and revolver borrowings to redeem outstanding 11.00% Senior Notes due 2026 and 8.125% Senior Notes due 2027, eliminating near‑term senior maturities and supporting operations and the Montana Renewables MaxSAF™ 150 expansion.

Positive

• Offering upsized to $405M from $350M
• Net proceeds of approximately $393M
• New notes mature in 2031, eliminating near‑term maturities
• Company cites >$220M restricted debt reduction in 2025 and >$120M cash generated in H2 2025

Negative

• Notes issued at a discount 98.996% of par), reducing cash received versus principal
• New 9.75% coupon establishes a long‑term interest obligation through 2031

Key Figures

Senior Notes Issuance: $405 million Coupon Rate: 9.75% Issue Price: 98.996% of par +5 more

8 metrics

Senior Notes Issuance $405 million Aggregate principal amount of 9.75% Senior Notes due 2031

Coupon Rate 9.75% Interest rate on Senior Notes due 2031

Issue Price 98.996% of par Pricing of 2031 Senior Notes

Net Proceeds $393 million Net proceeds from notes after discounts and expenses

Original Offering Size $350 million Initial size before upsizing to $405M

2026 Notes Coupon 11.00% Coupon on Senior Notes due 2026 to be redeemed

2027 Notes Coupon 8.125% Coupon on Senior Notes due 2027 to be redeemed

Restricted Debt Reduction 2025 $220 million Restricted group debt reduction cited for 2025

Market Reality Check

Price: $19.89 Vol: Volume 1,181,923 is about...

normal vol

$19.89 Last Close

Volume Volume 1,181,923 is about 1.5x the 787,018 share 20-day average, indicating elevated interest around the notes refinancing. normal

Technical Shares at $19.87 are trading above the 200-day MA of $16.21 and about 14% below the $23.20 52-week high.

Peers on Argus

CLMT fell 1.29% while key specialty/chemical peers like SCL, ECVT, ODC, and KRO ...

CLMT fell 1.29% while key specialty/chemical peers like SCL, ECVT, ODC, and KRO rose between about 0.95% and 1.30%, pointing to a stock-specific reaction to the notes offering rather than a sector-wide move.

Historical Context

5 past events · Latest: Jan 07 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 07	Debt placement pricing	Positive	+1.8%	Upsized pricing of <b>$405M</b> 9.75% senior notes due 2031.
Jan 06	Debt placement announcement	Positive	+0.4%	Announced <b>$350M</b> senior notes deal to fund note redemptions.
Jan 05	Preliminary earnings	Neutral	+0.4%	Shared FY 2025 loss range and <b>$285–305M</b> Adjusted EBITDA outlook.
Jan 02	Conference attendance	Neutral	-1.6%	Planned meetings at Goldman Sachs energy conference.
Dec 08	Conference attendance	Neutral	+2.1%	Announcement to attend Wells Fargo energy symposium.

Pattern Detected

Recent CLMT headlines, including prior debt placement and preliminary results, mostly saw price moves that aligned directionally with the tone of the news, with one divergence on a conference-attendance update.

Recent Company History

Over the past months, Calumet reported preliminary FY 2025 results with a net loss range but solid Adjusted EBITDA and over $220 million restricted debt reduction, aided by a $110 million Royal Purple divestiture and a DOE loan that removed about $80 million of annual cash debt service. It then announced a $350 million senior notes private placement, later upsized to $405 million, to fund redemptions of 11.00% 2026 notes and 8.125% 2027 notes. The current closing of the upsized notes offering executes that refinancing plan and removes near-term maturities highlighted in earlier releases.

Market Pulse Summary

This announcement finalizes an upsized $405 million private placement of 9.75% Senior Notes due 2031...

Analysis

This announcement finalizes an upsized $405 million private placement of 9.75% Senior Notes due 2031, with net proceeds of about $393 million earmarked, along with cash and revolver borrowings, to redeem 11.00% 2026 and 8.125% 2027 notes. It follows earlier 2026 communications on debt reduction and liquidity. Investors monitoring this story may focus on future filings for evidence of sustained cost reductions, cash generation, and progress at Montana Renewables, as well as any updates to debt levels and maturity profiles.

Key Terms

rule 144a, regulation s, senior notes, revolving credit facility, +2 more

6 terms

rule 144a regulatory

"closed their private placement (the "Offering") under Rule 144A and Regulation S"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"private placement (the "Offering") under Rule 144A and Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

senior notes financial

"aggregate principal amount of 9.75% Senior Notes due 2031 (the "Notes")"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

revolving credit facility financial

"together with cash on hand and borrowings under its revolving credit facility, to redeem"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

aggregate principal amount financial

"of $405 million in aggregate principal amount of 9.75% Senior Notes due 2031"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

forward-looking statements regulatory

"Cautionary Statement Regarding Forward-Looking StatementsCertain statements and information"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. Not financial advice.

INDIANAPOLIS, Jan. 12, 2026 /PRNewswire/ -- Calumet, Inc. (NASDAQ: CLMT) (the "Company" or "Calumet") today announced that its wholly owned subsidiaries, Calumet Specialty Products Partners, L.P. (the "Partnership") and Calumet Finance Corp. (together with the Partnership, the "Issuers"), closed their private placement (the "Offering") under Rule 144A and Regulation S under the Securities Act of 1933, as amended, of $405 million in aggregate principal amount of 9.75% Senior Notes due 2031 (the "Notes"). The Notes were issued at 98.996% of par for net proceeds of approximately $393 million, after deducting the initial purchasers' discount and estimated offering expenses. The Offering was upsized to $405 million in aggregate principal amount of Notes from the original offering size of $350 million in aggregate principal amount of Notes.

As previously announced, Calumet intends to use all of the net proceeds from the Offering, together with cash on hand and borrowings under its revolving credit facility, to redeem all of the Issuers' outstanding 11.00% Senior Notes due 2026 (the "2026 Notes") and all of the Issuers' outstanding 8.125% Senior Notes due 2027 (the "2027 Notes") (collectively, the "Redemptions"). This press release does not constitute a notice of redemption with respect to the 2026 Notes or the 2027 Notes.

"The broad support for this over-subscribed offering was largely a result of over $220 million of restricted group debt reduction in 2025, driven by substantial cost reductions and operational improvements," said Todd Borgmann, CEO.  "The upsized offering, combined with revolver capacity created from over $120 million of cash generated in the second half of 2025, is being used to eliminate all near-term senior note maturities. This provides a runway to enhanced value creation through continued strong, dependable specialties business cash flow and Montana Renewables' MaxSAF™ 150 expansion."

About Calumet

Calumet, Inc. (NASDAQ: CLMT) manufactures, formulates and markets a diversified slate of specialty branded products and renewable fuels to customers across a broad range of consumer-facing and industrial markets. Calumet is headquartered in Indianapolis, Indiana and operates twelve facilities throughout North America.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements and information in this press release may constitute "forward-looking statements." The words "will," "may," "intend," "believe," "expect," "outlook," "forecast," "anticipate," "estimate," "continue," "plan," "should," "could," "would," or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. The statements discussed in this press release that are not purely historical data are forward-looking statements, including, but not limited to, the statements regarding the use of proceeds from the Offering and the Redemptions. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While our management considers these assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. Accordingly, our actual results may differ materially from the future performance that we have expressed or forecast in our forward-looking statements. For additional information regarding known material risks, uncertainties and other factors that can affect future results, please see our filings with the Securities and Exchange Commission ("SEC"), including the risk factors and other cautionary statements in the latest Annual Report on Form 10-K of the Company and other filings with the SEC by the Company. 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, except to the extent required by applicable law.

View original content:https://www.prnewswire.com/news-releases/calumet-completes-upsized-notes-offering-302658953.html

SOURCE Calumet, Inc.

FAQ

What did Calumet (CLMT) issue on January 12, 2026?

Calumet issued $405 million of 9.75% Senior Notes due 2031, priced at 98.996% of par.

How will Calumet (CLMT) use the proceeds from the 2026 notes offering?

Calumet intends to use the net proceeds, cash on hand and revolver borrowings to redeem its outstanding 11.00% notes due 2026 and 8.125% notes due 2027.

How much did Calumet (CLMT) net from the upsized offering?

The Issuers received approximately $393 million in net proceeds after discounts and estimated offering expenses.

What change in debt maturity does the CLMT offering create?

The Offering eliminates near‑term senior note maturities by refinancing 2026 and 2027 notes with a 2031 maturity.

What operational cash metrics did Calumet (CLMT) cite supporting the offering?

Management cited over $220 million of restricted group debt reduction in 2025 and over $120 million of cash generated in H2 2025.