CITGO Announces Pricing of Upsized $1.125 Billion Senior Secured Notes Private Offering

HOUSTON, June 2, 2020 /PRNewswire/ -- CITGO Petroleum Corporation (the "Company") today announced that it has priced $1.125 billion aggregate principal amount of 7.00% senior secured notes due 2025 in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").  The principal amount of the offering was increased from the previously announced offering size of $750 million. The closing of the offering is expected to occur on June 9, 2020, subject to customary closing conditions.

The Company intends to use the net proceeds from the sale of the notes to repay all $614 million outstanding under the Company's term loan B due 2021 and accrued and unpaid interest under the term loan B due 2021, pay all fees and expenses in connection with the offering, and for working capital and general corporate purposes.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes, nor will there be any sale of the notes in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful.  The offer and sale of the notes have not been and will not be registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.  The notes are being offered only to qualified institutional buyers under Rule 144A under the Securities Act and to non-U.S. persons in offshore transactions in compliance with Regulation S under the Securities Act.

About CITGO Petroleum Corporation

Headquartered in Houston, Texas, CITGO Petroleum Corporation owns and operates three large-scale, highly complex refineries, with a combined crude capacity of approximately 769,000 barrels-per-day, located in Corpus Christi, Texas; Lake Charles, Louisiana; and Lemont, Illinois, has ownership/equity interest in 41 active refined product storage and transfer terminals, and has access to over 120 third-party and related party terminals through exchange, terminaling and similar arrangements. 

Forward-Looking Statements

Certain information included in this release may be deemed to be "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995.  These statements relate to, among other things, expectations regarding the notes offering and the use of proceeds therefrom. These statements also relate to our industry, business strategy, goals and expectations concerning our market position and future operations.  We have used the words "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "will," "would" and similar terms and phrases to identify forward-looking statements, which speak only as of the date of this release.

Any forward-looking statements are not guarantees of future events and are subject to risks and uncertainties that could cause actual events, developments and business decisions to differ materially from those contemplated by these forward-looking statements.  These statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical trends, current conditions (including current market conditions), expected future developments and other factors they believe to be appropriate.  Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate, and the forward-looking statements based on these assumptions could be incorrect.  In addition, our business and operations involve numerous risks and uncertainties, many of which are beyond our control, which could result in our expectations not being realized or could otherwise materially affect our financial condition, results of operations and cash flows.  We caution readers that these forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from the results that are projected, expressed or implied.  These risks and uncertainties include, among others, risks related to the notes offering, including the effect of the debt markets on the notes offering, and our ability to satisfy the closing conditions to the notes offering, as well as general economic activity, developments in international and domestic petroleum markets and refinery turnarounds and operations.  Readers are cautioned not to place undue reliance on these forward-looking statements.

The forward-looking statements contained in this release are made only as of the date of this release.  We disclaim any duty to update any forward-looking statements.

SOURCE CITGO Corporation