USD Partners LP (OTC: USDP) (“we” and the “Partnership”) announced today that the Partnership expects to complete the sale of the Hardisty Rail Terminal, our last remaining operating asset, on or prior to mid-April 2025. The Partnership became obligated to sell the Hardisty Rail Terminal by the lenders under the Partnership’s revolving credit facility as a condition to entering into a forbearance agreement, pursuant to which the lenders agreed to forbear from exercising any rights or remedies arising from certain events of default and certain prospective events of default related to the Partnership’s failure to satisfy certain milestones under the revolving credit facility (the “Forbearance Agreement”). The sale is subject to satisfaction of conditions, including receipt of third-party consents and exercise, or waiver, of certain rights of first refusal with respect to the sale of the Hardisty Rail Terminal.
The sale of the Hardisty Rail Terminal will be the result of an extensive and broadly marketed process conducted by an independent investment bank approved by the lenders under the revolving credit facility. In accordance with the Forbearance Agreement, the sale of the Hardisty Rail Terminal was approved on behalf of the board of directors by an independent director functioning as the Chief Restructuring Officer, as well as by the holder of a majority of the Partnership’s outstanding common units. After giving effect to the sale of the Hardisty Rail Terminal and the use of proceeds the Partnership will have sold substantially all of its assets, but expects to have substantial remaining borrowings outstanding under its revolving credit facility. Upon completion of the sale, the Partnership expects that the lenders will terminate the revolving credit facility and write off the remaining debt balance, following which the Partnership intends to take steps to wind down or dissolve.
The Partnership intends to disclose further details regarding the expected termination of the revolving credit facility and its plan to wind down or dissolve following the completion of the sale of the Hardisty Rail Terminal.