Genesis Energy, L.P. Announces Early Results and Initial Settlement Date for Tender Offer for Up to $575 Million Aggregate Principal Amount of Its 8.0% Senior Notes Due 2027

HOUSTON--(BUSINESS WIRE)--Genesis Energy, L.P. (NYSE: GEL) today announced that receipt of tenders for an aggregate principal amount of $877,967,000 of our outstanding 8.0% senior notes due 2027 (the “Notes”) that we co-issued with our subsidiary, Genesis Energy Finance Corporation in connection with its previously announced cash tender offer (such transaction, the “Tender Offer”) to purchase up to $575 million aggregate principal amount outstanding of the Notes, as of 5:00 p.m., New York City time, on December 18, 2024 (the “Early Tender Deadline”), as well as the expected initial settlement date for the Tender Offer on December 20, 2024 (the “Initial Settlement Date”). As of December 18, 2024, $981,245,000 aggregate principal amount of the Notes were outstanding.

Because the purchase of all validly tendered Notes would cause us to purchase a principal amount greater than the $575 million Tender Cap, the Tender Offer is oversubscribed. If we accept Notes in the Tender Offer, we will accept for purchase tendered Notes on a prorated basis as described in the Tender Offer Documents using a pro ration factor of approximately 66%. Payment for any Notes so accepted will be made promptly on the Initial Settlement Date, subject to the satisfaction or waiver of the conditions to the Tender Offer. Because the Tender Offer is oversubscribed as of the Early Tender Deadline, holders of Notes who validly tender Notes after the Early Tender Deadline will not have any of their Notes accepted for payment.

The Tender Offer is being made pursuant to the terms and conditions of an offer to purchase, dated as of December 5, 2024, as amended on December 5, 2024 (as may be further amended or supplemented from time to time, the “Offer to Purchase”).

The Tender Offer will expire at 5:00 p.m., New York City time, on January 6, 2025, unless extended or earlier terminated (such time and date as the same may be extended, the “Expiration Time”). The withdrawal deadline for validly tendered Notes was 5:00 p.m., New York City time, on December 18, 2024.

In connection with the Tender Offer, we have retained Wells Fargo Securities, LLC as the Dealer Manager. Questions regarding the Tender Offer should be directed to Wells Fargo Securities, LLC by calling collect at [phone] or toll free at (866) 309- 6316. Requests for copies of the Offer to Purchase and related documents should be directed to D.F. King & Co., Inc., the Tender Agent and Information Agent for the Tender Offer, at (888) 628- 9011 (toll free).

This press release includes forward-looking statements as defined under federal law. Although we believe that our expectations are based upon reasonable assumptions, no assurance can be given that our goals will be achieved, including statements related to the Tender Offer. For a discussion of some of the risks and important factors that could affect such forward-looking statements, see the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are publicly available on our website at https://www.genesisenergy.com/. Actual results may vary materially. We undertake no obligation to publicly update or revise any forward- looking statement.

About Genesis Energy, L.P.

Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas. Genesis’ operations include offshore pipeline transportation, soda and sulfur services, marine transportation and onshore facilities and transportation. Genesis’ operations are primarily located in the Gulf Coast region of the United States, Wyoming and the Gulf of Mexico.