March 5, 2008

K-Sea GP Holdings LP plans IPO

K-Sea GP Holdings LP, a Delaware limited partnership formed in December 2007, is planning an IPO.

According to a filing with the SEC, K-Sea GP Holdings LP's cash generating assets consist solely of partnership interests in K-Sea Transportation Partners L.P. (NYSE: KSP), a publicly traded Delaware limited partnership that provides marine transportation, distribution and logistics services for refined petroleum products in the United States. With approximately 4.3 million barrels of capacity, KSP believes it owns and operates the largest coastwise tank barge fleet in the United States.

On completion of the planned offering, K-Sea GP Holdings LP will own:

100% of the incentive distribution rights in KSP, which it holds through its 100% ownership interest in KSP GP;
4,165,000 units of KSP, consisting of 2,082,500 common units and 2,082,500 subordinated units of KSP, representing an aggregate 29.9% limited partner interest in KSP; and
all of the 1.5% general partner interest in KSP, which it holds through its100% ownership interest in KSP GP.

At KSP's current annualized cash distribution rate of $2.96 per common unit, or $0.74 per common unit per quarter, aggregate annual cash distributions to the new limited partnership will be approximately $15.5 million, representing approximately 35% of the total cash distributed by KSP.

According to the filing, the ownership of 100% of the incentive distribution rights in KSP entitles K-Sea GP Holdings LP to receive increasing percentages of its incremental cash distributed in excess of $0.55 per KSP limited partner unit in any one quarter.