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Martin Midstream (NASDAQ: MMLP) tightens leverage covenants, trims revolver

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Martin Midstream Partners, through subsidiary Martin Operating Partnership, amended its main bank credit agreement with lenders led by Royal Bank of Canada. The Third Amendment reduces the revolving credit capacity from $130.0 million to $115.0 million, lowering available borrowing.

The amendment also tightens financial covenants. The Operating Partnership must keep a minimum Interest Coverage Ratio of at least 1.65 to 1.00 for fiscal quarters through December 31, 2026, rising to 1.75 to 1.00 from the quarter ending March 31, 2027 onward. It must also maintain a maximum Total Leverage Ratio starting at 5.50 to 1.00 for quarters in 2026, stepping down to 5.30 to 1.00 for the quarter ending March 31, 2027, 5.25 to 1.00 for the quarter ending June 30, 2027, and 5.00 to 1.00 from the quarter ending September 30, 2027 and thereafter.

Positive

  • None.

Negative

  • None.

Insights

Amended credit facility trims liquidity and tightens leverage and coverage covenants.

The amendment reduces the revolving credit line from $130.0 million to $115.0 million, modestly lowering committed liquidity. This suggests a renegotiation of the bank group’s risk appetite and the partnership’s borrowing needs, without changing the core facility structure.

Covenants now require minimum Interest Coverage of 1.65x through quarters ending on December 31, 2026, rising to 1.75x thereafter, and Total Leverage stepping down from 5.50x in 2026 to 5.00x from the quarter ending September 30, 2027. These staged tests give time to adjust operations or capital allocation while still signaling lender focus on gradual deleveraging and stable cash flow coverage.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Prior revolver capacity $130.0 million Revolving credit availability before Third Amendment
New revolver capacity $115.0 million Revolving credit availability after Third Amendment
Minimum Interest Coverage 2026 1.65 to 1.00 Fiscal quarters ending March 31, 2026 through December 31, 2026
Minimum Interest Coverage 2027+ 1.75 to 1.00 Fiscal quarter ending March 31, 2027 and thereafter
Max Total Leverage 2026 5.50 to 1.00 Fiscal quarters ending March 31, 2026 through December 31, 2026
Max Total Leverage from Sep 2027 5.00 to 1.00 Fiscal quarter ending September 30, 2027 and each quarter thereafter
Third Amendment to Fourth Amended and Restated Credit Agreement financial
"entered into a Third Amendment to Fourth Amended and Restated Credit Agreement (the “Third Amendment”)"
revolving credit basis financial
"decrease the amount available for the Operating Partnership to borrow under the Credit Agreement on a revolving credit basis"
Interest Coverage Ratio financial
"require the Operating Partnership to maintain a minimum Interest Coverage Ratio (as defined in the Credit Agreement)"
A measure of how easily a company can pay the interest on its debt, calculated by comparing the earnings it generates from operations to the interest it owes. It matters to investors because a higher ratio means the company can comfortably meet interest payments — like having several paychecks set aside to cover your rent — while a low ratio signals greater risk of missed payments or financial strain.
Total Leverage Ratio financial
"require the Operating Partnership to maintain a maximum Total Leverage Ratio (as defined in the Credit Agreement)"
administrative agent and collateral agent financial
"Royal Bank of Canada, as administrative agent and collateral agent, and the lenders party thereto"

FAQ

What did Martin Midstream Partners (MMLP) change in its credit facility?
Martin Midstream Partners amended its main credit agreement through a Third Amendment. It reduced the revolving borrowing capacity from $130.0 million to $115.0 million and updated key financial covenants governing interest coverage and total leverage over 2026 and 2027 testing periods.

How much was the Martin Midstream (MMLP) revolver reduced in the amendment?
The revolving credit availability was reduced by $15.0 million, from $130.0 million to $115.0 million. This lowers the maximum amount the Operating Partnership can borrow on a revolving basis under the facility while keeping the existing lender group and agreement framework in place.

What new Interest Coverage Ratio covenant applies to MMLP’s credit agreement?
The amendment requires a minimum Interest Coverage Ratio of at least 1.65 to 1.00 for quarters ending March 31, 2026 through December 31, 2026. Starting with the quarter ending March 31, 2027, the minimum test steps up to 1.75 to 1.00 for each subsequent fiscal quarter.

How does the Total Leverage Ratio covenant change for MMLP after the amendment?
The Operating Partnership must now keep a maximum Total Leverage Ratio of 5.50 to 1.00 for all fiscal quarters in 2026. This limit tightens to 5.30 to 1.00 for the quarter ending March 31, 2027, 5.25 to 1.00 for June 30, 2027, and 5.00 to 1.00 from September 30, 2027 onward.

Which entities are parties to the amended Martin Midstream (MMLP) credit agreement?
Martin Operating Partnership L.P. is the borrower, with Martin Midstream Partners L.P. and certain subsidiaries as guarantors. Royal Bank of Canada acts as administrative and collateral agent, and various financial institutions participate as lenders under the Fourth Amended and Restated Credit Agreement.

Where can investors find the full text of MMLP’s Third Amendment?
The full Third Amendment to the Fourth Amended and Restated Credit Agreement is filed as Exhibit 10.1. It is incorporated by reference and provides complete legal terms, detailed covenant definitions, and other provisions beyond the summarized changes to borrowing capacity and ratios.

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0001176334False00011763342026-03-312026-03-31

UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d)
 
of the Securities Exchange Act of 1934
 
Date of report (date of earliest event reported): March 31, 2026
 
MARTIN MIDSTREAM PARTNERS L.P.
(Exact name of Registrant as specified in its charter)
Delaware 
000-50056

 
05-0527861

 (State of incorporation
or organization)
(Commission file number)(I.R.S. employer identification number)
4200 Stone Road 
Kilgore, Texas 75662
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (903) 983-6200
 
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Units representing limited partnership interestsMMLPThe NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. o


Item 1.01 Entry into a Material Definitive Agreement.
 
      On March 31, 2026, Martin Operating Partnership L.P. (the “Operating Partnership”), a wholly owned subsidiary of Martin Midstream Partners L.P. (the “Partnership”), the Partnership and certain of the Partnership’s other subsidiaries entered into a Third Amendment to Fourth Amended and Restated Credit Agreement (the “Third Amendment”) with Royal Bank of Canada, as administrative agent and collateral agent, and the lenders party thereto, which amends the Fourth Amended and Restated Credit Agreement, dated effective as of February 8, 2023 (as previously amended, the “Credit Agreement”).

The Third Amendment amended the Credit Agreement to, among other things:
•decrease the amount available for the Operating Partnership to borrow under the Credit Agreement on a revolving credit basis from $130.0 million to $115.0 million; and
•adjust the financial covenants as described in more detail below:
◦require the Operating Partnership to maintain a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of at least 1.65 to 1.00 for the fiscal quarters ending March 31, 2026, June 30, 2026, September 30, 2026 and December 31, 2026 and stepping up to 1.75 to 1.00 for the fiscal quarter ending March 31, 2027 and each fiscal quarter thereafter; and
◦require the Operating Partnership to maintain a maximum Total Leverage Ratio (as defined in the Credit Agreement) of not more than 5.50 to 1.00 for the fiscal quarters ending March 31, 2026, June 30, 2026, September 30, 2026 and December 31, 2026, stepping down to 5.30 to 1.00 for the fiscal quarter ending March 31, 2027, stepping down to 5.25 to 1.00 for the fiscal quarter ending June 30, 2027, and further stepping down to 5.00 to 1.00 for the fiscal quarter ending September 30, 2027 and each fiscal quarter thereafter.

The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 regarding the Second Amendment is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.
 
(d)      Exhibits
Exhibit
Number		Description
10.1
Third Amendment to Fourth Amended and Restated Credit Agreement, dated as of March 31, 2026, by and among Martin Operating Partnership L.P., as borrower, Martin Midstream Partners L.P., as guarantor, the other guarantors party thereto, the financial institutions party thereto as lenders and Royal Bank of Canada, as administrative agent and collateral agent.
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document (contained in Exhibit 101).



 SIGNATURES
 
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
MARTIN MIDSTREAM PARTNERS L.P.
 
By: Martin Midstream GP LLC,
Its General Partner
 
Date: March 31, 2026 By: /s/ Sharon L. Taylor
 Sharon L. Taylor
  
Executive Vice President and Chief Financial Officer 
 
 

Source: View Original Filing on SEC EDGAR

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