Issuer:

Dynagas LNG Partners LP

Securities Offered:

Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units

Number of Firm Units:

2,200,000 units

Number of Option Units:

330,000 units

Public Offering Price:

$25.00 per unit; $55,000,000 total

Underwriting Discounts:

$0.7875 per unit; $1,732,500 total

Maturity Date:

Perpetual (unless redeemed by the Issuer on or after November 22, 2023)

Ratings:

The Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units will not be rated by any nationally recognized statistical rating organization

Trade Date:

October 16, 2018

Settlement Date:

October 23, 2018 (T+5)

 

It is expected that delivery of the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units will be made on or about October 23, 2018, which will be the fifth business day following the date of pricing of the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units (this settlement cycle being referred to as "T+5"). Under Rule 15c6-1 of the Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units on the initial pricing date of the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units or the next two succeeding business days will be required, by virtue of the fact that the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units initially will settle in T+5, to specify alternative settlement arrangements at the time of any such trade to prevent a failed settlement and should consult their own advisor.

Liquidation Preference:

$25.00 per preferred unit, plus accrued and unpaid distributions

Distribution Rate:

From and including the original issue date to, but excluding, November 22, 2023, the distribution rate for the Series B Preferred Units will be 8.75% per annum per $25.00 of liquidation preference per unit (equal to $2.1875 per annum per unit).  From and including November 22, 2023, the distribution rate will be a floating rate equal to three-month LIBOR plus a spread of 5.593% per annum per $25.00 of liquidation preference per unit.

Distribution Payment Dates:

Quarterly on the 22nd day of February, May, August and November, commencing on February 22, 2019

Optional Redemption:

On or after November 22, 2023, the Issuer may, at its option, redeem the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units, in whole or in part, at any time or from time to time, at a redemption price of $25.00 per unit plus an amount equal to all accumulated and unpaid distributions thereon to the date of redemption.

CUSIP/ISN:

Y2188B 124 / MHY2188B1240

Joint Book-Running Managers:

Morgan Stanley & Co. LLC
UBS Securities LLC
Stifel, Nicolaus & Company, Incorporated

Co-Managers:

B. Riley FBR, Inc.

Listing:

The Issuer intends to file an application to list the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units on the New York Stock Exchange under the symbol "DLNGPRB". If the application is approved, trading of the Series B Fixed to Floating Rate Cumulative Redeemable Perpetual Preferred Units on the New York Stock Exchange is expected to commence within 30 days after their original issue date.