CITGO Petroleum Corporation (“CITGO”) has priced $1.10 billion aggregate principal amount of 8.375% senior secured notes due 2029 (the “notes”) in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The closing of the offering is expected to occur on September 20, 2023, subject to customary closing conditions.

CITGO intends to use the total net proceeds from the sale of the notes for general corporate purposes and to pay all fees and expenses in connection with the sale of the notes.

In addition, CITGO intends to pay a dividend to CITGO Holding, Inc. (“CITGO Holding”) of approximately $1.120 billion to fund the pending redemption of the $1.286 billion aggregate principal amount of CITGO Holding’s 9.25% senior secured notes due 2024 (the “CITGO Holding notes”).  The redemption of the CITGO Holding notes is contingent upon the consummation of the notes offering.

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.  This press release does not constitute a notice of redemption with respect to the CITGO Holding notes.

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 persons reasonably believed to be 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.

By PR News, September 29, 2023