Calumet Specialty Products Partners, L.P. Price & Performance (CLMT)

Thanks, John, and thank you for joining the full year 2024 earnings call. This past year has been the company's most active strategically imperative time period as we've executed our strategy by converting our company structure a master limit partnership to a C Corp, funding the DOE loan across two administrations, proving out and derisking the operations of Montana renewables and widening our competitive moat in the Specialty business. With the new company structure, and our cash debt service reduced by roughly a third, we pivot forward to a new time in our company. With two fully operating competitively advanced businesses focused on the fundamentals of deleveraging our balance sheet, and growing our cash flow. The foundation that is now in store provides the ability to pursue these two objectives simultaneously. And from where we stand today, we see tremendous value in achieving these concurrent objectives. Turning to Slide four, I'll note that this morning we announced the sale of our Royal Purple Industrial business, for $110,000,000 And this accretive deal accomplishes the joint objectives we just laid out by reducing our debt, fortifying our specialty strategy. The Industrial Roll Purple business is a great business with fabulous people.

It has an ultra premium synthetic niche it isn't a business that is force multiplied by Calumet's extensive specialties network And that's the logical step to monetize. With this new cash delever, and $80,000,000 of annual cash savings starting last week as our MRL financings were paid, We're excited about the start in 2025. Now let's flip to Slide five. Take a few moments to hit on some of the foundational milestones achieved over the past twelve months. Let's start today's look back with day to day business execution. Commodity markets will fluctuate Volatility for event based trading will revert to fundamentals. And with DOE loan behind us, it's reducing our leverage and continued demonstration of earnings growth that will increase the value of our company. We continue to see immense value from advancing our commercial and operational excellence objectives. And execution in these areas, particularly in safety and reliability, improved noticeably. Commercial growth within our Specialties business has been a meaningful competitive mode at Calumet for decades. And it has widened substantially over the past few years. In 2024, our commercial team sold the most volume that we have seen through our existing portfolio. Our Specialty Products and Solutions teams grew volume 7% year over year or roughly 1,400,000 barrels.

You might remember that we integrate our Performance Brand segment SPS segment into one specialties business two years ago. As we believe there were synergies here in commercial optionality from integration and in leveraging our broader specialties commercial approach. In 2024, Performance Brands volume grew 22% and delivered $51,000,000 of adjusted EBITDA. After adjusting our insurance proceeds. Operations is an area that we haven't spent as much time on publicly as some others. But it receives an enormous amount of time here internally. And it's a core enabler of our high touch commercial approach. Our operations are flexible and integrated, and we do a lot of things others won't to satisfy our customers. In 2024, Cayman's operations also got safer and more reliable. While simultaneously reducing our operational costs and capital expenses. Last year, our company saw its lowest number of safety recordables. With a TRIR of 0.47. Our number one priority every day here at Calumet is that everyone who shows up to work goes home safely. And last year's major improvement is the credits and the team's efforts. Good safety performance, typically goes hand in hand with strong operations. And we saw that in 2024. Going back three years, we announced the capital program in the Northwest Louisiana which was matched with a full court press on adding critical talent.

We're seeing the benefits of that as Shreveport ran exceptionally well in the second half of last year. Setting specialty production records in both the third quarter and the fourth quarter.

This story is not just a Shreveport one though.

For example, our Princeton facility operated exceptionally and could have sold even more as demand for transformer oil soared with global power demand. While volumes increased, our specialty operations team was able to drive fixed costs down And for the twenty twenty four full year, our out costs were more than $1 a barrel less than prior year. On 60,000 barrels a day plus that's substantial improvement. We're committed to continuing the progress and we have taken the next level of cost reduction actions that will reduce combined fixed costs in our Specialty business by another $20,000,000 compared to 2024. Next, let's talk about Montana Renewables operations. The improvement there was both expected and dramatic. Given the early stage nature of this business. And while it took a few more months than we originally planned, our Montana Renewables ops team ended 2024 by achieving the targets laid out a year ago.

We began the year operating with a cost structure of about $1.3 a gallon, which improved ratably as our team ran up the learning curve on renewable feeds, learned to optimize our pretreatment unit and reduced our output water our water output by over 70% In December, we reached our target cost level of $0.7 per gallon, To be clear, $0.7 a gallon is fully loaded with SG and A. Our insurance commercial team overhead and all costs to run Montane Re Nobles are in net $0.7 On a site op cost, we operate in the mid-40s a cents per gallon we expect that number will be reduced to $0.4 a gallon this year. As we scale up our facility, these unit costs will decrease further will compare with the larger plants and industry. Further on operations, Montana Renewables reliability improved substantially throughout the year as we worked out the case. We met our 30,000,000 gallon annual run rate for SAF in the third quarter and have demonstrated a capacity 60% higher than that. The combination of our competitive cost structure unique logistical advantage and our SAFE early mover advantage positioned Montana Renewables with a lasting competitive edge. And as the plant and sap capacity grow, expect this advantage to grow alongside.

Now I'll turn the call over to David then I'll come back and close with some more color on our renewable diesel and SaaS market and our 2025 key objectives. Thanks Todd. I'll review our financials by segment and our efforts over the past year have really simplified and derisked our business, while providing an exceptional growth platform Turning to Slide six, our specialty products segment generated $43,400,000 of adjusted EBITDA during the quarter, and $193,600,000 for the full year.

We continue to see strong Calumet, particularly among our more specialty product lines reflecting our commercial excellence programs and improving operational reliability. Our commercial excellence programs remain focused on aligning sales, procurement and operations to maximize the value of our product and place them into the right markets. Specialty margins were in line with our improved mid cycle expectation of $60 per barrel reflecting our customer and application diversity as well as the incremental value earned through our integrated networking. Year over year results were hampered by a weakened commodity environment during driving a decline in the Gulf Coast industry fuel margins we've seen some improvement already in the first quarter of twenty twenty five, which is encouraging. Offsetting the weakened commodity environment was strong sales volume performance, which came in a more challenging market environment than we have seen in the past few years as demand softened and global inventories levels increased. The last time we saw a commodity price environment like the past years was over five years ago and specialty margins were approximately $20 a barrel lower in that environment Fendi may remember that at the peak of margins a little over a year ago, said that half of the improvement was market related and half was our commercial excellence focus.

Although keeping this margin improvement in a tough market is an accomplishment, but also placing more volume Looking ahead, we expect to continue to produce specialty margins over $60 a barrel in our specialty products and Solutions segment even in tougher current market conditions. Moving to Slide seven, in our Performance Brand segment, we posted strong quarterly results of $16,300,000 reflecting a 15% period over period volume growth continued commercial improvement in the business.

For the year, we produced $57,400,000,000 in adjusted EBITDA, 2024 was the second year of our transformation award in this segment based on a fully integrated specialty strategy and our commercial excellence programs We are seeing a positive results as volume rose 22% in 2024 versus 2023. We saw some insurance proceeds throughout the year that contributed a few million to our full year results the insurance adjusted EBITDA number is roughly $52,000,000 and we expect continued growth in 2025 as we as we are beginning some supply chain and operational efficiency programs in addition to our commercial framework.

Earlier in the call, Todd discussed the sale of our industrial portion of Royal Purple This sale was completed at a roughly 10 times EBITDA multiple and we believe through operational and supply chain efficiencies, this transaction unleashes [indiscernible] will be able to recapture the majority of the EBITDA we've sold over the next two years. On Slide our Montana Renewables segment Renewable segment generated $10,900,000 of adjusted EBITDA in the fourth quarter compared to a negative $25,800,000 in the prior year period and 16,700,000.0 for the full year. Our results in the quarter reflected a strategically planned turnaround that was successfully completed upon time and on budget in November. Our Renewables business drove adjusted EBITDA $18,200,000 attributable to our proportional 86% ownership in the business in the fourth quarter. Were $21,200,000 or 100% basis The fourth quarter was unique for a couple of reasons.

First, results included $20,000,000 of insurance proceeds from the downtime related to our cracked steam drum experienced last year. Second, the turnaround meant we were down essentially all of November, so we lost approximately one third of our production during the quarter.

We also intentionally did not sell any SAB in December as the change in regulation at the end of the year meant that SAP shipped in December and not received until January would not be eligible for the environmental credit Now that the BTCPTC changeover has occurred, January 2025 staff shipments have resumed normally.

Finally, the industry was going through a change as imports were back of the market as those imports are no longer eligible for tax credits this year. Over time, the switch to PTC from BTC will reward feedstock flexibility, end market diversity, and end product flexibility, all of which are the core of In the meantime, the industry waits clarity for the administration on final rules to be in As I reflect on the year, despite challenging market conditions, we forwarded our geographic and cost advantage and through our ability to steadily post positive EBITDA. In this trough industry environment, we steadily drove our cost down from $1.3 a gallon in the beginning of 2424 to the point where our costs have firmly stabilized at $0.7 a gallon which we expect to maintain going forward in 2025.

On the Montana asphalt side, the business continued to reflect significant commodity headwinds The WCS differential in Rocky Mountain fuel fracs softened during Q4 twenty twenty four reflecting both asphalt and fuels regional seasonality on top of structural softer fuel fracs. We continue to carefully manage inventories as we move through the winter season as commodity headwinds carried over into 2025 beyond normal seasonal weakness.

Before I turn things back over to Todd, I'd like to talk about capital spending.

Our 2024 company wide capital spend was $90,000,000 including $28,000,000 of Botana Renewables. This was lower than the recent history as the Shreveport initiative wound down and Montana Renewables reached normal operations.

As we look forward to 2025, we expect capital spend to be in the $60,000,000 to $90,000,000 to the entire company before accounting for spend related to Maxap expansion We've already disclosed that Max SAB CapEx in 2025 is expected to be $40,000,000 to $60,000,000 with 45% of that to be funded by Montana Renewables operating cash flow and the other 55% to be drawn down the DOE loan. Also as we look 2025, we're considering changes to how we report adjusted EBITDA to better reflect true operations of our business. One change will be including an add back related to our RINs in currents. We continue to prevail in the courts successfully in both the Fifth Circuit and DC Circuit regarding our small refinery The treatment the current treatment has been a confusing point for investors and showing the cash flow better and showing the adjusted cash flow better reflects the generation capability of the business. Similarly, the changeover from BT to PTT has slightly different treatment.

It's our intention to show in 2025 the value of PCC generation adjusted EBITDA although they will be sold to third parties for cash as we are currently not a cash taxpayer.

Turning things back over to Todd.

All right. Thanks, David. Looking ahead to 2025, Calumet's key value creation priorities as you've heard a few times today, our deleveraging and demonstrating the next level of cash flow generation at Montane and Noble's Both these initiatives were recently catalyzed by the funding of our DOE loan.

This was the first DOE loan closed in a new Trump administration and a clear testament to the bipartisan support for our business. Let's turn to Slide nine and I'll remind us of the elements of this transaction. First, a couple of weeks before the funding, CaiMed made a cash investment in Montana Renewables. Satisfy the DOE's $150,000,000 equity requirement. When we received the $782,000,000 on February 18, the first thing that was done with the proceeds was repurchasing our assets from Stonebriar removing the expensive project financing debt. Had been put in place back during the construction. In total, the interest rate on the outgoing instruments were roughly 13% they've been replaced with fifteen year 4.88% paper. Maybe even more importantly, the old project financings required roughly $80,000,000 of annual cash to make principal and interest payments That's been reduced to zero under our DOE loan for the next four years while the MAXAF project is underway. The next thing we do with the cash at MRL was to repay $188,000,000 of intercompany due to Calumet. This leaves roughly $350,000,000 of intercompany remaining upon Tana Renewables which will generate cash flow for Calumet in one of two ways. First, approximately $27,000,000 per year of cash interest is expected to be paid from MRL to Calumet on Calumet Company.

In fact, these are the only cash interest payments MRL will have with its new balance sheet. The other potential option is that we have the ability to raise Perry secured debt at Montana Renewables which could pay down the intercompany more rapidly. The last use of proceeds was simply leaving the cash on the MRL balance sheet. In total, we have roughly $190,000,000 of cash on hand in Montana Renewables. Funds operations in addition to funding any necessary reserves. Having reduced our annual cash debt charges by roughly a third, this transaction greatly increases free cash flow available for both total company deleveraging and investing in our MaxApp Growth project. With an exciting project like this, and a high level of interest in underlying renewable diesel and SaaS, let's turn to Slide 10.

And review these markets. First, let's start with a quick review. The fundamentals of the renewable diesel industry. We've discussed this before, but as a quick summary, this graphic uses an assortment of industry data to group the types of producers [indiscernible] And Sexton by relative breakeven industry index margin levels. The breakeven relative to the industry index margin, which is soy based, is a function of operating cost, product mix, actual feed slate, yield loss, and transportation costs. [indiscernible] which is roughly equivalent to 4,500,000,000 gallons of annual biomass based diesel, margin setting mechanism would be large biodiesel producers. This group has an estimated average breakeven index margin of roughly $1.5 per gallon. Thus, if everyone had the same long term expectations, producers with a higher breakeven would be expected to lose money and rationalize production, and anyone with a breakeven index margin below $1.5 would earn a profit. However, we saw industry index margins well below the fundamental level throughout most of last year. The reason that the market had not shut down enough capacity to balance the market. And imports were flooding the country take advantage of the Blenders Tax Credit. Thus, more than enough D4 RINs were produced to satisfy the RVO requirement the price of the D4 RIN did not have to increase to incentivize production.

Similarly, with feedstock runs high, the price of the feed did not have to decrease to incentivize production. These dynamics are changing. At the end of last year, we saw index margins increase as the market new imports would need to dry up given they don't qualify for the tax credit in 2025. In fact, the industry index margin ended the year at exactly $1.5 per gallon. However, that quickly and we believe temporarily reversed in early twenty twenty five uncertainty exists in the PTC. Many suppliers expect the BTC to come back into play. And us have been less willing to reduce prices as they have inventory room and are willing to bet that a change in the rule will keep peak prices high. Also, there was no overproduction last year and a little bit of rent carryover exists. So the rent price is a temporary shock absorber until fears build up that the carry forward is not enough. Thus index margins declined as feedstock prices have not decreased enough yet to offset the difference in $1 a gallon BTC and smaller BTC. But last week, things changed when the January RENDS data was released.

Which showed January production of two ninety seven million gallons of biomass based diesel. Which is a 34% decline from the four fifty three million gallon monthly average of 2024. Further biodiesel production decreased 63% and reached the lowest levels observed in years. [indiscernible] Interestingly, on a run rate basis, two ninety seven million monthly gallons would leave the industry nearly 1,000,000,000 gallons short of its annual RVO mandate. At these levels, D4 RIN prices would be expected to adjust to carry the margin load. And we'd expect that as vegetable oil inventories increase, or we receive clarity around the PTC, that we would see feedstock prices contributing to return to industry index margin level supported by fundamentals. Next, let's turn to Slide 11. And have a look at the current and expected growth of the SaaS market, which is one that's somewhat opaque and one that we're quite excited about. TAP has been a supply limited market. Which is one of the reasons we have seen a meaningful premium. In addition to the generally favorable credit structure relative to renewable diesel. Historically, most half demand has been voluntary demand. Addition to that, we've seen global mandates start in 2025.

These mandates ramp up to roughly 2,000,000,000 gallons by 02/1930. Which far passes most supply expectations. Even before considering future mandates under discussion, large airline commitments, and otherwise growing voluntary demand. The graphic on this slide conservatively pegs based 2024 voluntary demand as remaining constant throughout the next six years to illustrate the point that it's mandates that will drive this market and voluntary demand is an upside scenario.

Not the other way around. That being said, as expected in 2025, the market is more balanced than it has been historically. SaaS infrastructure takes time to develop. As it grows one airport at a time. So when 400,000,000 gallons of new production comes online, it takes some time for the logistics serving a domestic voluntary demand to ramp up. This is the first year for the new EU and UK volume mandates they generally match the amount of this new supply. Which means the market is essentially balanced. Of course, those mandates increase each year.

So without additional projects, a largely balanced market today, would develop into a larger shortfall each year. Montana renewables looks forward to stepping into that growing deficit as our expansion ramps up controllably. With a $1 to $2 per gallon sap premium, and incremental 100,000,000 plus gallons in 2026. Additional 150,000,000 gallons after that when the full project completes a tremendous amount of additional margin. Which would sit on top of the renewable diesel fundamentals we just spoke about. With the DOE loan complete, and no near term third party debt servicing, Growth in cash flow directly corresponds to deleveraging. We're not simply counting on improving margins and future staff to deliver.

Let's flip to Slide 12 and review our holistic path to restricted deleveraging. Fundamentally, this plant consists of three general areas: First, our free cash flow available to Calumet will be used to pay down debt On a DOE closing analyst call we held on January 13, we reviewed the normalized free cash flow generation ability of our business at current net levels and 2025 CapEx. And those slides are in the appendix of this deck. We expect that our restricted group assets is largely our specialties business, generates $95,000,000 to $115,000,000 of mid cycle free cash flow available for deleveraging and the current interest and CapEx levels. While fuels and asphalt margins are a bit below mid cycle at the moment, midterm fundamentals suggest a very little new refining capacity coming online a mid cycle margin expectation is more than supported. Second, Ontario Noble should generate $65,000,000 to $85,000,000 of cash annually at $1.5 per gallon index margin. Of course, this cash flow level is before we consider increase in industry index margins historic norms or an increase in SaaS volume. The debt that previously was absorbing $80,000,000 per year of cash flow has been reduced to zero and EBITDA generated at MRL is now available to grow our max cash strategy in pay down debt.

Free cash flow isn't the only tool we'll be relying upon to reduce We previously said we're willing to explore non strategic accretive asset sales that fits someone else's strategy better than our own. And we demonstrated that today with the Royal Purple Industrial announcement. When that deal closes, we'll be paying down some of the twenty twenty six notes step down to par in May. We also expect to be terminating the ATM program that was announced last month in connection with the bond tacked on. The ATM was never used. Another restricted debt reduction tool available to us is peri debt at Monterey Nobles, which is allowed for the DOE loan.

This would provide the ability to accelerate the repayment of the inner company And as we mentioned earlier, in any event, Montana renewables will be paying intercompany interest, Last and what we expect will be the final tool to achieving our $800,000,000 debt target is monetizing Montane renewables. This is a plan that we've discussed at length. And with operations fully de risked, the balance sheet restored, and our MAXAF plans funded the stage is set to demonstrate the EBITDA potential of this asset as the market recovers. As more clarity comes to the PTCBTC situation, and the market restores itself, and next year's RVO is reset We'll check all the required boxes to take the next monetization step. With our priorities clear for 2025, we are positioned to execute Last year Calumet completed setting the foundation for our long term success. The company's structured change allows for new investors The DOE loan reduced our cash debt service by a third and funds exciting growth and that along with today's Royal Purple announcement kicks starts our concurrent deleveraging and growth strategy. With that, I'll turn the call to the operator for questions.

We will now begin the question and answer session.

The first question comes from Roger Read with Wells Fargo. Please go ahead. Thank you. Good morning, gentlemen. Hopefully, you can hear me all right. I'm on the On a cell phone, so I never know for sure about my connectivity. But I guess there's so much to go after here, but maybe Todd some of your comments towards the end there. Specifically as we think about balance sheet structure, once you get everything where you want it to be, prior to any monetization of MRL, And then you mentioned the ATM. Is that something we can now consider [indiscernible] need or interest in exercising anything with them?

Yes, I think the ATM was as part of the debt refinancing we had to show that we had a clear path to pay off our 2022s. I think with today's Royal Purple announcement, the need for that was replaced with with something better. So we're going to go ahead and terminate that So I think you can think about that in the rearview mirror. Of course, we know we never used it Right.

And then what is the right way think about the structure then of the balance sheet when you're set and done with this? In other words, the funding is coming in from the DOE, The Snowbriar stuff is taken care of. What is the actual pace of the reduction of other debt Like can we just consider that as fully replaced now or we've got to wait for certain events to occur or Any other restrictions on the ability to retire The other debt Yes. No, I don't think there's any other restrictions that stay on our way. You could ask the question in two different ways. The next year's debt, which I think is Pretty simple and clear given that we did the tax before, just had the transaction today, had the DOE close, have have free cash flow expected through the rest of the year. But let's focus more on our ultimate plan to reach the $100,000,000 target that we have. So when you do that, you start with the Perry.

Or Montana renewables intercompany. So there's $350,000,000 there. And we're working against an $800,000,000 deficit between today's roughly $1,600,000,000 of restricted debt and the $800,000,000 target. So you got to assume that $350,000,000 is going to come back, pay down the intercompany, that gets you to the 1.2 We talked about free cash flow we'd expect over the next couple of years particularly in an improving market at Montana Renewables. That's a few hundred million dollars We talked about the Perry as an option to help accelerate the intercompany We had the asset sale we talked about this morning. For $100,000,000 and that kind of sits us within striking distance with a Montana renewables monetization to reach the ultimate target. As soon as we check those boxes that we mentioned on the earnings call, right. So we're the if you rewind the clock about a year, we said in order to ultimately achieve our objective with MRL monetization. We need to prove out their operations. We've done that.

We had to fund the DOE and fix the balance sheet. We've done that, took Took a little longer than any of us expected or wanted, but that's done. And we're thrilled about that. So now we have a proper balance sheet fully operating asset, hit our operating cost target, hit our staff target, and now we're just waiting on the market to recover. So we're waiting on BTCP [indiscernible] We think that gets us to the levels, the fundamental levels we talked about on today's call. Then we'll see an RBO reset and we think that we'll be in place to go back out and explore and work on that opportunity. So We look forward to taking that step. We're not sitting around waiting to optimize that forever. At the same time, We're not going to be forced to go sell something in a in a downturn environment because we have plenty of options to deal with kind of the near term maturity. So as soon as the market recovers and we check those box size talked about, we'll be laser focused on monetizing Montana renewables and hopefully that's sooner than later.

Yes, I appreciate that. Just one final kind of follow-up on monetization of MRL is there anything with the DOE loan that inhibits any version of monetization or its financing is financing and it wouldn't really matter who it came from. You can proceed as what's best for Calumet MRL.

Hey, Roger, it's Bruce.

So I'll remind everybody that the loan guarantee agreement is filed in an eight ks The DOE loan guarantee is financing the scenarios around who can come in in an equity position are are signaled in there. The DOE basically wants to know who it is. Now you think about the size of the transaction, it's going to be an HSR filing. If it touches a foreign player, it's going to be a CFIUS filing. So Conforma with the current administration's priorities in that regard will be part of the equation, but we're certainly not blocked from bringing in equity. They want us to It was the essence of this this arrangement that they give us about half as financing, 55% as David said, and we provide the rest as equity.

Thank you.

And the next question comes from Jason Gabelman with TD Cowen. Yes. Hey, good morning. Thanks for taking my questions. A couple on the MRO margin outlook. [indiscernible] PTC rule as it's written seems to disincentivize use of canola oil. I know that was a key kind of feedstock or a key makeup of your feedstock diet how the limitations on canola or the economic disadvantage of canola plays into your outlook for margins over the next year and the ability to maybe backfill that Yes. So Jason, it's Bruce. The reality is we're feedstock agnostic. And there's clear evidence that all of these feeds are armed together on their CI parity. So it doesn't matter [indiscernible] the idea of a feed shortage is long gone. It's not like canola won't still be in the feed pool for the industry. And if it's not, then you got the weird shuffle where the Canadians are exporting canola oil and somebody's reimporting something else in the same volume. So Quite frankly, the way that the PTC reached model puts their thumb on the scale and started to pick winners and losers in the feed pool. Adds to complexity adds to optimization incentive for somebody like us, that can run any of these speeds and hit six different rules.

And six different geographies that are adjacent to us. So I see it as upside Now final comment is None of that matters if we take Canadian canola and make Canadian renewable diesel and theft Yes, that's a good point and actually a segue to my next question. It appears British Columbia is going to restrict use of international renewable diesel to make or to meet the provinces own targets. Can you talk about how that update maybe impacts your outlook for margins given there's been you've discussed the advantages of selling your renewable diesel into Canada?

Yes, that will raise margins. Let me walk you through it. Canada has a federal requirement The balances in BC will pull in all of the Canadian biodiesel and that's not going to work. It doesn't work in the winter but even if it did, now you've created a higher cost structure for the country of Canada by making this trade flow go westward into BC, No problem. We'll backfill the rest of Canada. I trust that's self evident What's worth noting though and this is this is actually I think, a good signal for where we feel the intermediate term opportunities and developments are going to play out. I'll give you two examples. So BC and Tidewater are pretty tight. We like the Tidewater guys. We talked to them a lot. And this makes perfect sense. If you're sitting inside the province and you're thinking about the equivalent of national competitive advantage, [indiscernible] second example, I'm going to draw your attention to Greater Minneapolis St. Paul Saf Hub.

St.

So when you make rules within the low geography that are collectively advantaging your local economy, that actually makes perfect sense. We're all used to reading the paper and thinking about it at the national level, but quite frankly, in SAF and now in RD with this PC news, the action is local. I mean everybody that's figured all this out and had all the great spreadsheets and knew exactly where this was going twelve months ago. Missed Illinois and Minnesota. So now all of this asset in North America is getting pulled into the Great Lakes region.

So there's going to be a lot of dynamics. We see a lot of Complexity, we see a lot of optimization opportunities And I'm going to go back to the map and say we're best positioned to take advantage of all that. Just look where we are look where the rules are, look where the high speed high freight capacity railroads go and we kind of like all of this.

Got it. Great. If I could just sneak one more in. I know you've talked about the 45% equity funding at MRL funded from cash flow. But I'm wondering if the assets doesn't generate the cash flow that you're expecting for whatever reason what are the alternative avenues that Calumet has to meet that required equity funding level.

I don't think we have to go to the County Med side of that. When you we've got $190,000,000 of cash on the balance sheet at Montana Renewables. But I think the more important point is the the EBITDA that Monterrey Nobles generated even in kind of trough industry environments late last year, That's more than enough to to pay for the 45% of the small amount of capital that we're talking about. Over the next year. Got it.

All right, great. Thanks for the answers. I'll leave it there. Thank you. And the next question comes from Neil Mehta with Goldman Sachs. Please go ahead. Thanks, Todd and team. First question is just around Royal Purple. Can you talk a little bit about how that asset sale came together, how you identified it as kind of non core, is there other opportunities for divestiture and you gave us an a revenue number, but we're trying to figure out what the EBITDA Royal Purple discussion. [indiscernible] Scott Overbyer here. I think for background and context, Steve, to your question, we've been making a lot of progress overall within the Performance Brands business. Todd touched on it during the call.

Not just the EBITDA of the results more than doubling, but really understanding the business, our right to win, how we can maximize value within the business. And so as we think about the last call of six six, seven months, we thought about the business now has been running well. We've turned our attention forward around our future planning, how the business and how pieces of the business fit in with our strategy that's really centered on integration within the overall specialties business.

During that time, I would say, Neil, we've gotten some inbound calls. I think a lot of people out in the industry understand the value of the brands within the business. And the growth opportunities that exist.

So with these inbound calls, we our number one priority is taking about deleveraging as a company.

And so we've considered a lot of these a lot of the interest out there how it fits into the strategy, how much value that it would generate for us, We have pieces within that business that that integrate very well with the specialty strategy. They carry a high bold value for But then we've got some other pieces such as the Royal Purple Industrial might not fit our integrated strategy and that are Calumet more by others.

So ultimately that deal just made a lot of sense for both the buyer and for Calumet overall.

Neil, it's Scott.

I'll add a little bit. David noted earlier that multiple is about 10 times for the deal. So accretive accretive transaction, we're super excited about it. For all the reasons Scott said And I think one of the things that excites me more than Just just the price and the ability to immediately pay down some debt with it and kick start that. We think through our operational and supply chain synergies that kind of result from the transaction can replace most of that EBITDA that we gave up over the next two years. So we're kind of looking forward to continuing to just optimize our warehouse facilities, our operational facilities, our broader supply chain And there's quite a prize there. Explore as we move forward. As far as willingness sell other assets, We've said for a long time that we're always willing to sell something that's more valuable to somebody else than us and that remains true. I think this is an example of that To Scott's point, you're most likely to find those in places that aren't deeply integrated within the business because some of our deeply integrated businesses, it's just hard to imagine that they would be worth more as a bolt on than they are to us.

But assets like this one, what we found was [indiscernible] People are pretty interested And looking at specific pieces of the business that are really nice strategic bolt ons for them. So So we're certainly open [indiscernible] exploring other opportunities that would fit those same dynamics.

Thank you. And then Kyle, can you just round up the conversation on small refinery exemptions? Think I caught your piece about adding back some of the RFS cost to adjusted EBITDA because I guess of your outlook around litigation, but just remind us again how how many dollars potentially could be coming back to the organization if you if you win the the SRE case, where do we stand with that? And what gives you the confidence there? Yes. So let me just start and clarify about how we account for RINs today. And so what we do is we kind of recognize and occurrence for RINs costs in our cost of goods sold And so you can think about it as kind of a non cash cost and then in our adjusted EBITDA, we don't actually add that back.

So you know someone could look on our kind of statement of cash flows and that will get added back. But I think for we're out there on the road talking to investors and people look at our adjusted EBITDA, there's probably $40,000,000 of cash flow that wasn't included there for 2024.

And as we've converted to a C Corp and broaden out our investor dialogue, it's a tough way to start a conversation with a new investor. Let me talk to you for forty minutes about what a RIN is and a smaller binary exception and why adjusted EBITDA is $40,000,000 light Also that number is getting a lot larger as we've seen kind of RINs shoot up as we've talked about kind of on the MRL side of things. So So we've had success in some of our court cases and I'll toss it over to Bruce to talk a little bit about that. But It's not a change to our business and how we operate. It's a clarification and a simplification, so we can converse with investors in a way that accurately reflects the cash generation of our of our specialty business in Montana asphalt business. [indiscernible] Yes. So Neil, part of part of the question, if I heard it, was how much cash is coming back? I trust David spoke to that and if we line up our EBITDA with our cash generation from the business, that's really the purpose of that metric. And 40 ish million dollars for 2024.

Would be the appropriate higher EBITDA tied to cash flow from ops.

The reason we're prevailing in these court cases is pretty simple and you can you can read the very short succinct rulings from the Fifth Circuit you can read the rulings from the DC Circuit And under the prior administration, EPA acted illegally The court said we're not going to let you do that. So all of our cases are back to CPA to have them do it over and they'll have to come up with a new decision that's reflected on their website. They've moved from denied to pending status and they're still pending. We expect that will get sorted out. And in the long run, let's let's just pop back up the national policy for a microsecond This is domestic energy policy. The more renewables we produce in this country and blend into fuels, the more independent we are of an incremental crude export or sorry, crude import possibly from an unfriendly source. So So we're supportive of all of that, but the law is clear You can't ask the small guys to bear a disproportionate burden.

The way the EPA is structured, this is a regressive tax. It's the most preposterous thing I've seen. So I'm sure that will get fixed under this administration.

Thanks Bruce. Appreciate the time guys. Thanks, Neil. The next question comes from Greg Brody with Bank of America. And congrats on getting the DOE funding in the door.

My first question relates to the second tranche.

I think you said you thought you guided to share the assets to this year and there's some contingencies help us think through how we should think about when you're able to start accessing that And then does that also imply that the CapEx at MRL is is delayed until that's available.

At least on the mass expansion.

Hey, Greg. Yes, thanks for the chance to clear that up because I've [indiscernible] interpretations of this. So let's be crystal clear.

There's one loan.

And we've already drawn on it. I can draw on it again to Mark. End of story.

The second tranche you have access to now. I thought I saw the Yes. Some contingencies and Yes. The CPs are make sure everything is still current and true. It's a new breakdown of all the representations that [indiscernible] Every draw, every draw you bring down all of the representations and make sure they're still current and true. The loan is now live. The loan is operating. We've drawn number one. We can draw So, are you as it's safe to assume with respect to the capital being funded at MREL by the DOE owned by the second tranche, Is that spread evenly throughout the year at this point? Is that how we should think about it?

No, I would suggest that's backend loaded. For example, next week we're going to our final licensor technical selection.

And we've got a good design laid out by our EPC company, but we're still tuning and adjusting. That's That's going to That's going to spend slower [indiscernible] And we've provided a guidance number of $50,000,000 total sort of 28% to the OE and 22 does But that's going to happen late in the year and if anything, that's a reservation that might be on the high side.

How should we think about the SaaS additions next year in terms of the incremental what phase of the year should we expect to start to see that and how should it ramp? That's interesting, Greg.

We've actually got a couple of options technically as to how we can do that. And therefore, we have an optimization opportunity [indiscernible] we conservatively contracted 30,000,000 gallons to Shell. We've run at a run rate of 50,000,000 gallons. We think we can go up a little bit So we can bring more to the market now For that to be long term economic, we wanted to add a second reactor. Steve heard us talk about second reactor.

There's a couple of ways to do that.

So So I can give you resolution more to a calendar quarter as we complete the licensor selection and pick among our choices there, but for the moment, I'd probably just say it's going to come online and notionally 150,000,000 gallon a year capability sometime in 2026, but that's not a big step change Once that's pinned down, we're going to feather into it by spending the existing catalyst faster. So you're going to see a ramp into the new higher capability And then just as we think about sending money out through the intercompany loan, at MRL think you said the next couple of years. Should we assume that you're starting to pay the Warburg Preferred, when does that start to kick in?

No, those are unrelated. Appreciate the interest Unless the MRL board declares a distribution, There's not a service obligation for the preferred We shouldn't expect [indiscernible] Or is that Yes. So the positive MRL cash flow is earmarked to go back as the equity component of the project work. So that's the source of the the construction funds on the company side and DOE is financing on the DOE side.

All right. I'll follow [indiscernible] Yes, no, we can take it up offline. The cash flow from ops stays in the box. It's not being distributed out Maybe this moving moving on to sort of one of the past to do leveraging that you mentioned the parry debt at MRL that something we should see near term How should we think about the timing of that and the decision tree as to how you move forward on that? Yes. I think just talk kind of about the whole intercompany and different options you have. So the amount of intercompany, the $350,000,000 roughly outstanding There's an interest component of that. That's just an annual payment back.

So that's roughly just a little bit below $30,000,000 then you have cash flow from operations that we make at Montana renewables. To Bruce's point, That's earmarked first for the project. Is there anything excess of that? Is available to pay that down. And then last, you have the ability to go raise secured Perry debt at MRL that would essentially just replace that intercompany from the MRL perspective So you would replace intercompany debt with third party debt.

And the Calumet portion would be paid down. So that's something that we'll look to explore here pretty quickly. We wanted to get through DOE process the Royal Purple process year end, probably get a little bit of clarity around BTC and then go explore that market And really just optimize cost of capital that way and expedite restricted deleveraging.

So it sounds like you're not quite there yet, but it's something that you are thinking about. Maybe just the last one for me. Could you walk us through the pay down of 26s with what you've received so far? Help me understand the components how much is going to be repaid from the DOE loan today or was repaid is earmarked to repay with the DOE loan first tranche that came in then the bond rates that you did and then today's asset sale And just so I understand how much you plan on reducing with free cash flow thereafter?

Yes.

So I think if you lump everything together, that we've done so far, obviously any cash that we have does pay down debt immediately just through the revolver. And then we have the step down to in May on the 2026 notes. [indiscernible] the interest savings on the 2026 notes, which say wait till May to call those back. I think with what we pulled in so far, we'd be looking at about a $200,000,000 call at the May step down time period And obviously, we'll learn a lot more from there as far as BTC and Montana cash flows stepping up and and the like and increase the amount.

Thank you.

This concludes our question and answer session.

I would like to turn the conference back over to John for any closing remarks.

Thanks, David. On behalf of the management team, I to thank everyone for the time this morning and your continued interest in Timezone. Have a great weekend. Again, thank you.

May now disconnect.