SANTIAGO, Chile & NASHVILLE, Tenn.--(BUSINESS WIRE)--Aug. 29, 2016--
Compañía de Petróleos de Chile COPEC S.A. (SNSE:COPEC) (“COPEC”) and
Delek US Holdings, Inc. (NYSE:DK) (“Delek”) have entered into a
definitive agreement, whereby COPEC through its US subsidiary Copec Inc.
will acquire 100% equity interest in MAPCO Express, Inc., and certain
related affiliated companies, (together “MAPCO”) for cash consideration
of $535 million (the “Transaction”).
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The transaction has received unanimous approval of both Boards of
Directors and is subject to customary regulatory and closing conditions.
The transaction is anticipated to close by year end and will be funded
by cash on hand.
MAPCO is a leading convenience store chain with 348 corporate stores
operating primarily in Tennessee, Alabama and Georgia, with additional
presence in Arkansas, Virginia, Kentucky and Mississippi. MAPCO operates
company stores under the banners MAPCO Express®, MAPCO Mart®, East
Coast®, Fast Food and Fuel™, Favorite Markets®, Delta Express® and
Discount Food Mart™. In addition, MAPCO provides fuel to 142 dealer
locations as of July 31, 2016, and provides logistical fuel
transportation to MAPCO and third parties with approximately 50 tractors
COPEC is one of the largest companies in Chile, operating in fuel and
lubricants distribution and convenience stores. COPEC has an existing
presence in the convenience stores with the largest convenience store
network in Chile and approximately 53% of Chilean gasoline market share
with 626 company and dealer operated service stations, 82 Pronto-branded
convenience stores and 220 Punto-branded convenience stores, an industry
innovator with Pagoclick (mobile pay), Zervo (self-serve fueling
dispenser) and leading convenience store developer with multiple formats
for urban, suburban and highway locations. In addition, COPEC has a
majority ownership stake (58.9%) in Organizacion Terpel S.A. (BVC:
“TERPEL”) which is based in Bogota, Colombia, and accounts for
approximately 45% of Colombia’s fuel market share. Terpel has 1,949
Terpel-branded gas stations in Colombia and 233 stores in Panama,
Ecuador, Peru and Mexico under store brands Altoque and Deuna selling
Terpel-branded fuel. COPEC will generally retain MAPCO’s current retail
team to provide for a seamless entrance into the U.S. convenience store
Lorenzo Gamuri, CEO of COPEC, said “The acquisition of MAPCO represents
an important step for COPEC’s entry into the U.S. convenience store
market, which has been identified as a key strategic growth opportunity.
MAPCO’s assets are located in a geographic zone with interesting
demographic attributes and with the size for a proper competitive
operation in the US market. After buying into the control of
Organización Terpel in 2010, this is the second significant step to
transform Copec into a broader company in the fuel retail and
convenience store market.”
Uzi Yemin, Chairman, President, and Chief Executive Officer of Delek,
said, “The sale of MAPCO to COPEC allows Delek to simultaneously unlock
the value of these assets and gain a continuing competitive partner in
retail fuel sales. We believe this transaction will provide Delek with
increased financial flexibility as we explore future opportunities and
creates an exciting opportunity for the MAPCO brand and its employees as
it becomes part of COPEC’s growth strategy.”
Delek’s exclusive financial advisor was RBC Capital Markets, LLC.
COPEC’s financial advisor was Raymond James & Associates, Inc. and legal
advisor was Simpson Thacher & Bartlett LLP.
About Delek US Holdings, Inc.
Delek US Holdings, Inc. is a diversified downstream energy company with
assets in petroleum refining, logistics and convenience store retailing.
The refining segment consists of refineries operated in Tyler, Texas,
and El Dorado, Arkansas, with a combined nameplate production capacity
of 155,000 barrels per day. Delek US Holdings, Inc. and its affiliates
also own approximately 62 percent (including the 2 percent general
partner interest) of Delek Logistics Partners, LP. Delek Logistics
Partners, LP (NYSE:DKL) is a growth-oriented master limited partnership
focused on owning and operating midstream energy infrastructure assets.
The retail segment markets motor fuel and convenience merchandise
through a network of approximately 348 company-operated convenience
store locations operated under the MAPCO Express®, MAPCO Mart®, East
Coast®, Fast Food and Fuel™, Favorite Markets®, Delta Express® and
Discount Food Mart™ brand names. Delek US Holdings, Inc. also owns
approximately 48 percent of the outstanding common stock of Alon USA
Energy, Inc. (NYSE:ALJ).
About Copec S. A.
COPEC is a wholly owned subsidiary of one of the largest public
companies in Chile, “Empresas Copec S.A.,” which is a holding company
operating through subsidiaries in fuel and lubricants distribution &
convenience stores, forestry, fishing, and other industries.
Empresas Copec S.A. was founded in 1934 and is headquartered in
Santiago, Chile, and is among Chile’s largest publicly traded companies.
Empresas Copec S.A. operates mainly in two large areas where it has
sustainable competitive advantages: natural resources and energy. Its
main industry sectors include fuel distribution & convenience stores,
forestry, fishing and other industries. The company, through its
subsidiary Celulosa Arauco, has commercial presence in over 80 countries
and has production facilities in Chile, Argentina, Brazil, Canada, the
United States and Uruguay, which provide potential for future growth.
AntarChile S.A. (SNSE:ANTARCHILE) has a controlling stake of
approximately 60% in Empresas Copec S.A.
Safe Harbor Provisions Regarding Forward-Looking Statements
This press release contains forward-looking statements that are based
upon current expectations and involve a number of risks and
uncertainties. Statements concerning current estimates, expectations and
projections about future results, performance, prospects and
opportunities and other statements, concerns, or matters that are not
historical facts are “forward-looking statements,” as that term is
defined under the federal securities laws.
Investors are cautioned that the following important factors, among
others, may affect these forward-looking statements. These factors
include but are not limited to: risks and uncertainties with respect to
the quantities and costs of crude oil obtained and the price of the
refined petroleum products that are ultimately sold; gains and losses
from derivative instruments; changes in the scope, costs, and/or timing
of capital and maintenance projects; managements’ ability to execute its
strategy of growth through acquisitions and the transactional risks
associated with acquisitions; acquired assets may suffer a diminishment
in fair value which may result in a need to record a write-down or
impairment in carrying value of the asset on the balance sheet and a
resultant loss recognized in the statement of operations; the effect on
the companies’ financial results by the financial results of other
entities in which significant equity investment are held; operating
hazards inherent in transporting, storing and processing crude oil and
intermediate and finished petroleum products; competitive positions and
the effects of competition; the projected growth of the industries in
which the companies operate; general economic and business conditions,
particularly levels of spending relating to travel and tourism or
conditions affecting the southeastern United States and other markets
where the companies participate; and other risks contained in Delek US’
filings with the United States Securities and Exchange Commission
Forward-looking statements should not be read as a guarantee of future
performance or results and will not be accurate indications of the times
at or by which such performance or results will be achieved.
Forward-looking information is based on information available at the
time and/or management’s good faith belief with respect to future
events, and is subject to risks and uncertainties that could cause
actual performance or results to differ materially from those expressed
in the statements. Delek US and COPEC undertake no obligation to update
or revise any such forward-looking statements.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160829005483/en/
Source: Delek US Holdings, Inc.
Delek US Holdings, Inc.
Keith Johnson, 615-435-1366
President of Investor Relations