Calumet Announces Pricing of $150 Million Private Placement of Additional 9.75% Senior Notes due 2031

Q: When will Calumet's (CLMT) $150M private placement close and what are the conditions?

The Offering is expected to close on March 17, 2026. According to the company, closing remains subject to customary closing conditions customary for Rule 144A/Regulation S private placements.

Rhea-AI Impact

(High)

Rhea-AI Sentiment

(Neutral)

Rhea-AI Summary

Calumet (NASDAQ: CLMT) priced a $150 million private placement of 9.75% Senior Notes due February 15, 2031, to be issued at 105% of par. The Offering is expected to close on March 17, 2026, subject to customary conditions.

Net proceeds will be used to repay outstanding borrowings under Calumet's revolving credit facility. The Additional Notes will join an existing $405 million series issued January 12, 2026 and will form a single series with identical terms (except initial price).

Positive

$150M debt raised via private placement
Notes issued at a 105% premium to par
Proceeds designated to repay revolving credit borrowings

Negative

High coupon of 9.75% increases interest burden
Additional senior debt increases leverage
Debt matures in 2031, limiting near-term flexibility

News Market Reaction – CLMT

-0.52%

1 alert

-0.52% News Effect

On the day this news was published, CLMT declined 0.52%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Private placement size: $150 million Coupon rate: 9.75% Issue price: 105% of par +5 more

8 metrics

Private placement size $150 million Aggregate principal amount of Additional 9.75% Senior Notes due 2031

Coupon rate 9.75% Senior Notes due 2031

Issue price 105% of par Initial price for Additional Notes due 2031

Existing notes outstanding $405 million Existing 9.75% Senior Notes due 2031 issued Jan 12, 2026

Maturity date February 15, 2031 Maturity of 9.75% Senior Notes

Expected closing date March 17, 2026 Expected close of $150M private placement

Facilities operated 12 facilities Operating footprint across North America

Securities Act year 1933 Securities Act of 1933 referenced for exemptions

Market Reality Check

Price: $34.59 Vol: Volume 1,197,680 is below...

normal vol

$34.59 Last Close

Volume Volume 1,197,680 is below the 20-day average of 1,538,215, suggesting no outsized pre-news activity. normal

Technical Shares at $28.74 are trading above the 200-day MA at $19.13, after a -1.17% daily move.

Peers on Argus

CLMT fell 1.17% while peers were mixed: SCL +2.09%, ECVT +4.00%, ODC +2.31%, KRA...

CLMT fell 1.17% while peers were mixed: SCL +2.09%, ECVT +4.00%, ODC +2.31%, KRA 0.00%, KRO -1.01%. Moves do not indicate a unified sector trend.

Previous Private placement Reports

4 past events · Latest: Jan 07 (Positive)

Same Type Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Jan 07	Debt refinancing	Positive	+1.8%	Upsized $405M 9.75% notes priced to refinance 2026–2027 senior notes.
Jan 06	Debt refinancing	Positive	+0.4%	Announced $350M 2031 notes to fund conditional redemptions of 2026 and 2027 notes.
Jan 14	Debt financing	Positive	-0.2%	Priced $100M 9.75% 2028 notes, mirroring existing 2028 notes for refinancing.
Jan 14	Debt financing	Positive	-13.8%	Announced $100M 9.75% 2028 private placement to redeem 11.00% 2026 notes.

Pattern Detected

Past private placement announcements often focused on refinancing higher-coupon notes, with price reactions split between modest gains and notable declines.

Recent Company History

Over the last year, Calumet has repeatedly used private placements of 9.75% Senior Notes to refinance costlier debt maturing in 2026 and 2027. Announcements on Jan 6–7, 2026 and Jan 14, 2025 detailed offerings between $100 million and $405 million, generally aimed at redeeming 11.00% and 8.125% notes. Price reactions to these capital-structure moves have been mixed, underscoring nuanced investor views on leverage and refinancing.

Historical Comparison

-3.0% avg move · Past private placement announcements saw an average move of -2.95%, with both modest gains and sharp...

private placement

-3.0%

Average Historical Move private placement

Past private placement announcements saw an average move of -2.95%, with both modest gains and sharp declines across four similar debt-financing events.

The company has consistently used 9.75% Senior Notes to refinance higher-coupon 2026 and 2027 debt, extending maturities while reshaping its capital structure.

Market Pulse Summary

This announcement details a $150 million tack-on of 9.75% Senior Notes due 2031, issued at 105% of p...

Analysis

This announcement details a $150 million tack-on of 9.75% Senior Notes due 2031, issued at 105% of par, with proceeds earmarked to repay revolving credit facility borrowings. It extends an existing $405 million 2031 series and continues a pattern of refinancing shorter-dated, higher-coupon debt. Investors may track future filings and debt-maturity disclosures to evaluate how ongoing note issuances affect leverage and interest expense.

Key Terms

rule 144a, regulation s, senior notes, revolving credit facility, +3 more

7 terms

rule 144a regulatory

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

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

"priced their 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

"$150 million in aggregate principal amount of 9.75% Senior Notes due 2031 (the "Additional 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

"use the net proceeds from the Offering to repay outstanding borrowings under Calumet's revolving credit facility"

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.

qualified institutional buyers regulatory

"offer and sell the securities only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

regulation s under the securities act regulatory

"and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act"

Regulation S under the Securities Act is a set of U.S. rules that allow companies to sell securities to investors located outside the United States without registering those sales with the U.S. securities regulator, provided the offerings are not marketed to U.S. residents. For investors this matters because it determines whether a security was issued under an offshore exemption, which affects who can buy it, how easily it can be traded, and which legal protections and reporting rules apply—similar to buying a product that was sold only in a foreign market and may have different rules or support.

forward-looking statements regulatory

"Cautionary Statement Regarding Forward-Looking StatementsCertain statements and information in this press release may constitute "forward-looking statements.""

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.

03/12/2026 - 05:55 PM

INDIANAPOLIS, March 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"), priced their private placement (the "Offering") under Rule 144A and Regulation S under the Securities Act of 1933, as amended (the "Securities Act"), of $150 million in aggregate principal amount of 9.75% Senior Notes due 2031 (the "Additional Notes"). The Additional Notes mature on February 15, 2031 and will be issued at 105% of par. The Offering is expected to close on March 17, 2026, subject to customary closing conditions.

Calumet intends to use the net proceeds from the Offering to repay outstanding borrowings under Calumet's revolving credit facility. The Additional Notes will constitute a further issuance of the Issuers' 9.75% Senior Notes due 2031, of which $405 million in aggregate principal amount were issued on January 12, 2026 (the "Existing Notes"). The Additional Notes will form a single series with, and have the same terms (other than the initial offering price) as, the Existing Notes.

The securities to be sold will not be, and have not been, registered under the Securities Act, or any state securities laws, and unless so registered, the securities may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. Calumet plans to offer and sell the securities only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any of these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

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 Offering and the use of proceeds therefrom. 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-announces-pricing-of-150-million-private-placement-of-additional-9-75-senior-notes-due-2031--302712914.html

SOURCE Calumet, Inc.

FAQ

What did Calumet (CLMT) announce on March 12, 2026 about new notes?

Calumet announced a $150 million private placement of 9.75% Senior Notes due 2031. According to the company, the Additional Notes are priced at 105% of par and are expected to close on March 17, 2026, subject to customary closing conditions.

How will Calumet (CLMT) use proceeds from the $150M note offering?

Proceeds will be used to repay borrowings under Calumet's revolving credit facility. According to the company, the net proceeds are directed at reducing outstanding revolver balances to improve liquidity and refinance short-term debt.

How do the Additional Notes relate to Calumet's existing 9.75% notes (CLMT)?

The Additional Notes will form a single series with the existing $405 million 9.75% notes. According to the company, terms match the Existing Notes except the initial offering price, creating a unified series due February 15, 2031.

When will Calumet's (CLMT) $150M private placement close and what are the conditions?

The Offering is expected to close on March 17, 2026. According to the company, closing remains subject to customary closing conditions customary for Rule 144A/Regulation S private placements.

What are the investor restrictions for Calumet's (CLMT) Additional Notes offering?

The securities are offered only to qualified institutional buyers and non-U.S. persons. According to the company, the notes are being sold under Rule 144A and Regulation S and are not registered under the Securities Act.

What impact does the 9.75% coupon on Calumet's (CLMT) new notes have for investors?

The 9.75% coupon signals a relatively high fixed interest cost for the debt. According to the company, investors receive a high yield on notes due 2031, which increases Calumet's interest obligations versus lower-coupon alternatives.

Calumet Announces Pricing of $150 Million Private Placement of Additional 9.75% Senior Notes due 2031