TPC Group Enters into Forbearance Agreement with Noteholders and Receives Liquidity Commitment

HOUSTON (February 3, 2022) –– TPC Group (“the Company”), a global leader in providing a diverse range of quality products and services to chemical and petroleum-based companies worldwide, disclosed today that its Senior Leadership Team, members of the Board of Directors, and professional advisors are in ongoing, constructive discussions with a group representing nearly 90% and approximately 80% of the Company’s two series of senior secured notes (the “Ad Hoc Group”), as well as other economic stakeholders.

The Company did not make approximately $53 million in total interest payments due on the secured notes on February 1, 2022; the payments are subject to a 30-day grace period. Today, the Company signed a forbearance agreement with the Ad Hoc Group, under which the Ad Hoc Group has agreed to forbear from exercising remedies relating to the event of default that will occur if the Company does not make the February 1 coupon payments within the 30-day grace period. The forbearance agreement is effective until March 18, 2022 and may be extended by the Ad Hoc Group.

In connection with the forbearance agreement, the Ad Hoc Group has also agreed to provide the Company with approximately $52 million of additional liquidity in the form of a commitment to purchase additional senior secured priming notes due 2024. The Company expects to use proceeds from the new notes to support ongoing operations, and to pay fees and expenses associated with the transaction. The Company’s ability to draw on the commitment will be subject to the satisfaction of certain conditions precedent, including an amendment to the Company’s ABL facility. The Ad Hoc Group members have agreed to approve amendments to the existing indentures necessary to permit the issuance of the new notes.

“I’m pleased to report that our operations are running reliably with good EHSS performance and strong demand for all our products. We are working closely with key financial stakeholders to strengthen our financial structure and to position the Company for long-term success. The actions announced today are important steps toward those goals,” said Ed Dineen, TPC Group President and CEO. “We will continue delivering for our customers, suppliers and employees. As always, we will uphold our commitment to operate in a safe and environmentally responsible manner — protective of our people and our local communities.”

TPC Group has a more than 75-year operating history as a leader in North America across all of its product lines and as the largest independent processor of crude C4. Furthermore, TPC Group is a recognized global leader in producing value-added products and raw materials such as C4 hydrocarbons, and a provider of critical infrastructure and logistics services to petrochemical operators along the Gulf Coast.

The Company is advised by Moelis & Company LLC, Baker Botts L.L.P., Simpson Thacher & Bartlett LLP, and FTI Consulting, Inc. The Ad Hoc Group is advised by Stroock & Stroock & Lavan LLP and Evercore.

About TPC Group

TPC Group, headquartered in Houston, is a leading producer of value-added products derived from petrochemical raw materials such as C4 hydrocarbons, and provider of critical infrastructure and logistics services along the Gulf Coast. The Company sells its products into a wide range of performance, specialty and intermediate markets, including synthetic rubber, fuels, lubricant additives, plastics and surfactants. With an operating history of 75 years, TPC Group has a manufacturing facility in the industrial corridor adjacent to the Houston Ship Channel and operates product terminals in Port Neches, Texas and Lake Charles, Louisiana.