HollyFrontier (HFC) Enters Agreement to Acquire Suncor Energy's (SU) PCLI Business in ~$1.13B Deal

October 31, 2016 7:00 AM EDT

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HollyFrontier Corporation (NYSE: HFC) announced it has entered into a definitive agreement to acquire Suncor Energy’s Petro-Canada Lubricants business for CAD $1.125 billion (or approximately $845 million based on the exchange rate at time of signing), including working capital with an estimated value of CAD $342 million (or approximately $257 million based on the exchange rate at the time of signing). HollyFrontier expects to fund the transaction with a combination of debt and cash on hand, and anticipates the acquisition will be immediately accretive to the Company’s earnings per share and cash flow.

The Petro-Canada Lubricants plant, located in Mississauga, Ontario is the largest producer of base oils in Canada with 15,600 barrels per day of lubricant production capacity, and is the only North American producer of high margin Group III base oils. The facility is downstream integrated from base oils to finished lubricants and produces a broad spectrum of specialty lubricants and white oils which are distributed to end customers worldwide. The Petro-Canada Lubricants business will bring HollyFrontier industry leading product innovation and R&D capabilities, a global sales and distribution network and strong brand portfolio recognized globally. With this transaction, HollyFrontier also acquires a perpetual exclusive license to use the Petro-Canada trademark in association with Lubricants.

With the addition of the Petro-Canada Lubricants business, HollyFrontier will become the fourth largest lubricants producer in North America with a capacity of 28,000 barrels per day, or approximately 10% of North American production. Petro-Canada Lubricants has generated approximately $150 million of EBITDA over the 12 month period ended June, 2016.

George Damiris, President and CEO commented, “This transformative acquisition will diversify HollyFrontier with the addition of a differentiated high margin business with more stable cash flows. Petro-Canada Lubricants is a great business, which combined with our existing Tulsa Lubricants business creates scale and will create a strong platform for growth. We look forward to realizing the operational and financial benefits of this combination to further strengthen our company and drive continued value creation for HollyFrontier. We believe that the transaction will be of benefit to our stockholders, our current and new employees and Canada, especially as we expand the domestic and international reach of PCLI.”

The transaction is subject to regulatory approval and customary closing conditions and is expected to close in the first quarter of 2017.

HollyFrontier was represented by Morgan Lewis & Bockius LLP and Borden Ladner Gervais LLP on this transaction. Goldman, Sachs & Co. acted as exclusive financial advisor to HollyFrontier on this transaction.

The Company has scheduled a conference call to discuss the acquisition for October 31, 2016 at 8:30 am Eastern time.

The participant dial in number is (855) 331-9676 and conference ID is 7531559.



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