Nut Tree and Caspian Urge Martin Midstream Unitholders to Reject Merger with MRMC
(P&GJ) — Nut Tree Capital Management and Caspian Capital, holding a combined 13.6% stake in Martin Midstream Partners (MMLP), have filed definitive proxy materials opposing the company’s proposed $4.02 per unit merger with Martin Resource Management Corporation (MRMC).
The vote is scheduled for December 30, 2024.
In a letter to MMLP unitholders, Nut Tree and Caspian urged voting against the deal, citing concerns over valuation and transparency. They argue that the offered price undervalues MMLP, stating, “MMLP has a bright future as a publicly traded company and is worth far more than the $4.02 per unit being offered.”
"Based on industry-standard valuation methodologies, we believe this is an extremely inadequate price and would unfairly transfer significant value that rightfully belongs to MMLP unitholders to the Company's insiders, including the ultimate control person of MRMC, Ruben Martin, III,” Nut Tree and Caspian said. “By voting AGAINST the proposed merger with MRMC, MMLP unitholders have an opportunity to protect the value of their investment."
The firms also criticized the financial analysis supporting the merger, calling it “deeply flawed” and dismissive of MMLP’s growth potential. They highlighted conflicts of interest, particularly involving Ruben Martin III, the ultimate controller of MRMC, suggesting that insiders would benefit at unitholders’ expense.
Nut Tree and Caspian believe rejecting the merger would protect unitholders' investments and prevent what they describe as a transfer of value to insiders.
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