Filed pursuant to Rule 424(b)(3)
Registration No. 333-264300
The information in this preliminary prospectus supplement relates
to an effective registration statement under the Securities Act of 1933 but is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell these securities, and we are not
soliciting an offer to buy these securities, in any jurisdiction where the offer or sale is not permitted.
Subject to Completion dated March 7, 2024
PRELIMINARY PROSPECTUS SUPPLEMENT
(To Prospectus dated
April 29, 2022)
Delek Logistics Partners, LP
$120,000,000 of Common Units Representing Limited Partner Interests
We are offering up to $120,000,000 in aggregate offering price of common units representing limited partner interests in Delek Logistics
Partners, LP (common units). Our common units are listed on the New York Stock Exchange (the NYSE) under the symbol DKL. On , 2024, the last reported sales price of our common units on the
NYSE was $ per common unit.
The underwriters have agreed to purchase common units from us at a price of
$ per unit, which will result in $ million of net proceeds to us before expenses, or $ million assuming full exercise of the underwriters option to purchase additional
common units.
The underwriters may offer the common units from time to time for sale in one or more transactions on the NYSE, in the
over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or
at negotiated prices.
We have granted the underwriters an option for a period of 30 days from the date of this prospectus supplement to
purchase up to an additional $13.5 million of our common units from us on the same terms and conditions as set forth above.
The
underwriters are offering the common units as set forth in Underwriting. The underwriters expect to deliver the common units on or about , 2024.
Delek US Holdings, Inc., which owns a non-economic general partner interest in us and approximately
78.7% of our outstanding common units, has provided us an indication of interest in purchasing, directly or through one or more affiliates, up to $30 million of our common units offered hereby, at the same price as the price to the public
(without payment by us of any underwriting discount). The number of our common units available for sale to the general public will be reduced to the extent Delek Holdings purchases such common units. Delek Holdings has provided an indication of
interest only and is not obligated to purchase any of our common units in this offering. See Underwriting beginning on page S-11.
Investing in our common units involves risk. Limited partnerships are inherently different from corporations. You should review carefully
the section titled Risk Factors beginning on page S-6 of this prospectus supplement, on page 2 of the accompanying base prospectus and any similar section
contained in the documents incorporated herein by reference concerning factors you should consider before investing in our common units.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or
determined if this prospectus supplement or the accompanying base prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Joint
Book-Running Managers
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Truist Securities |
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BofA Securities |
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Raymond James |
The date of this prospectus supplement is , 2024.