Simpson Thacher is advising the financing sources, led by J.P. Morgan and TD Bank and including Sumitomo Mitsui Banking Corporation (SMBC), in connection with committed financing supporting Dalinar Energy Corporation’s bid for PDV Holding, Inc., the indirect parent of CITGO Petroleum Corporation, for a stated net purchase price of $7.382 billion, subject to adjustments. Dalinar’s bid was selected as the final recommended bid by Robert Pincus, the Special Master appointed by the U.S. District Court for the District of Delaware to oversee the sale process in connection with the case of Crystallex International Corp. v. Bolivarian Republic of Venezuela (D. Del. Case. No. 17-151-LPS). Dalinar’s acquisition of CITGO is subject to closing conditions, regulatory approvals, and a sale hearing in the U.S. District Court for the District of Delaware.
Dalinar Energy Corporation is a subsidiary of Gold Reserve Ltd. Dalinar’s bid is supported by a consortium that includes judgment creditors Rusoro Mining Ltd., Koch Minerals Sarl and Koch Nitrogen International Sarl, and Siemens Energy, Inc.
CITGO owns and operates three large-scale, highly complex petroleum refineries with a total rated crude oil refining capacity of approximately 807,000 bpd, located in Lake Charles, La., Corpus Christi, Texas, and Lemont, Ill. CITGO owns 34 active refined product terminals with a total storage capacity of 18.1 million barrels and has equity ownership of an additional 3.5 million barrels of refined product storage capacity through its joint ownership of an additional 8 terminals, spread across 22 states. CITGO’s retail network consists of more than 4,000 independently owned and operated CITGO-branded retail outlets located east of the Rocky Mountains.
The Simpson Thacher team includes Brian Rosenzweig, Erland Modesto, David Azarkh, Brandan Still, Ron Havas, Jesse Feng, Margaret Selbe, Ramz Aziz, Oscar Campos, Andrew Scattergood and Kyle Zollinger (Capital Markets and Credit); Sandy Qusba and Sean Lee (Restructuring); Alan Turner and Robert Picciano (Litigation); and Abram Ellis and Claire Cahoon (Regulatory).