MARTIN MIDSTREAM PARTNERS L.P., AND MARTIN MIDSTREAM FINANCE CORP. PURCHASE AGREEMENTPurchase Agreement • February 7th, 2013 • Martin Midstream Partners Lp • Wholesale-petroleum bulk stations & terminals • New York
Martin Midstream Partners L.P., a Delaware limited partnership (the “Partnership”), and Martin Midstream Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”) propose to issue and sell to the several purchasers named in Schedule I hereto (the “Initial Purchasers”), for whom Wells Fargo Securities, LLC, RBC Capital Markets, LLC, RBS Securities Inc., SunTrust Robinson Humphrey, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated are acting as Representatives (in such capacity, the “Representatives”), $250,000,000 aggregate principal amount of its 7 ¼% Senior Notes due 2021 (the “Notes”), which will be unconditionally guaranteed on a senior unsecured basis, as to principal, premium, if any, and interest (the “Guarantees”) by the subsidiaries of the Partnership named in Schedule II hereto, (each individually, a “Guarantor” and collectively, the “Guarantors”). The Notes will be issued pursuant to an Indenture (the “Indenture”) date
