Excellence Refined - 30 Years - Valero

Excellence Refined - 30 Years - Valero Excellence Refined - 30 Years - Valero

10.02.2014 Views

With that, the crucial search for the perfect natural gas partner heated up. And by January 1997, a $1.5 billion agreement hit the headlines. Valero would merge its natural gas services business with San Francisco-based PG&E Corporation and spin off the company’s refining and marketing operations as a new independent company that retained the Valero name. The company believed the timing was perfect for the spin-merger, and the action doubled shareholder value. “We got out (of the natural gas business) at exactly the right time, and for top dollar,” said Stan McLelland, former General Counsel for Valero. “With that, it gave us capital and ability to pay down debt and go out and acquire other refineries.” But Valero still faced skeptics, who saw Valero essentially selling its more established and profitable business to focus on an uncertain future in refining. The company had but a single, 170,000 BPD refinery in Corpus Christi when the PG&E spin-merger was announced. On paper, however, Valero envisioned for itself a nationwide network of refineries with a combined 2 million BPD of refining capacity. Within five years. To achieve this, Valero would not accept just any refinery. Rather, it focused on operations that met four key criteria: the ability to process more than 100,000 BPD of sour crude; upgrade capability, with the ability to increase capacity and yields; access to water; and the ability to immediately contribute to earnings. Before the PG&E ink had dried (PG&E closed July 31, 1997), Valero reached an agreement to purchase three refineries by acquiring Basis Petroleum Inc., a subsidiary of New-York-based Salomon Inc., an investment firm. The Basis refineries, located in Texas (Houston, Texas City) and Louisiana (Krotz Springs) were purchased at 10 cents on the dollar of replacement cost. Valero’s refining capacity nearly tripled to more than 500,000 barrels per day, making it the fourth largest independent refiner in the nation. The $485 million acquisition took Valero to a new level in size and scope. “We told people that yes, refining was at the bottom of the cycle, but that created a great opportunity for us to acquire assets at good values,” said Keith Booke, former Chief Administrative Officer for Valero (1996 to 2006). “We saw demand for refined products growing … Did the rest of the market believe it? Absolutely not.” The former Basis plants represented both a tremendous value and a tremendous challenge. Maintenance and reliability issues required attention from day one, as did employees who were looking for a reason to trust Valero at the time. So, company officials took time to explain the new culture and plans for the future, to assure employees that brighter days were ahead, and to address questions and concerns. Valero created volunteer councils, launched spirited United Way campaigns and other activities, and met their new communities with Houston Texas City Strategy for Success 14

outreach projects and enthusiasm. The effort paid off as the newly owned refineries began to grow their own presence. Valero’s efforts to quickly improve efficiencies and reduce expenses made the refineries profitable for the first time in many years. Although Valero owned the plants for just six months in 1997, they contributed $84 million to the company’s operating earnings. It was the dawn of a new era. As a result of the natural gas spin-off and restructuring, 1997 was – to that point – the company’s most rewarding and most profitable year in its history. More than refining. Redefining. —— Valero Energy Annual Report, 1998 In September 1998, Valero aggressively secured a foothold in the Northeast to become the secondlargest independent refining company in the nation. Its fifth refinery purchase – Mobil’s 155,000 BPD plant in Paulsboro, N.J. – cost $228 million plus $108 million for inventories and working capital. With Paulsboro, Valero’s refining capacity increased by another 25 percent, giving the company a formidable throughput capacity of 735,000 BPD barely a year into its acquisition mode. In addition, the refinery diversified the company’s product slate as one of the top-performing lube plants in North America at the time. Like the Basis acquisition, however, there was good reason for the steep discount. The 80-year-old refinery was in disrepair, and many operating units were abandoned or rusting away. Within weeks of purchase, the refinery’s makeover began, and Valero Pride officially arrived in the Northeast. Paulsboro represented Valero’s first transaction with one of the world’s “major” oil companies and bolstered its presence in the U.S. refining business. acquisition didn’t just give Valero access to the West Coast market, it put the company on the industry map. It was a bittersweet transaction for Exxon, however, whose complex Benicia operation was (and continues to be) one of the most profitable in the nation. But in order for Exxon to complete its merger with Mobil at the time, the Federal Trade Commission insisted the asset be sold. “This was Exxon’s most profitable refinery, and they would never have sold it if the FTC had not required it,” said Rich Marcogliese, former plant manager of the Benicia Refinery and current Executive Vice President and Chief Operating Officer. “It’s hard to imagine a better strategic investment for Valero and its shareholders.” Before Valero could do all that it envisioned, however, it first had to finalize the acquisition with Exxon. The bidding process was hard-fought between Valero and its competitors. But Exxon officials made it clear that the Paulsboro California Shines on Valero Considered one of the most important strategic acquisitions in Valero’s history, the company in 2000 acquired Exxon’s 165,000 BPD refinery in Benicia, Calif., a small community northeast of San Francisco. The In 1998, Valero purchased Mobil’s refinery in Paulsboro, New Jersey, giving the company geographic diversity like never before. Valero became the nation’s second-largest independent refining company, with a throughput capacity of 735,000 BPD. 15 Valero Lines 3oth anniversary edition

With that, the crucial search for the perfect natural gas<br />

partner heated up. And by January 1997, a $1.5 billion<br />

agreement hit the headlines. <strong>Valero</strong> would merge its<br />

natural gas services business with San Francisco-based<br />

PG&E Corporation and spin off the company’s refining<br />

and marketing operations as a new independent company<br />

that retained the <strong>Valero</strong> name. The company believed the<br />

timing was perfect for the spin-merger, and the action<br />

doubled shareholder value. “We got out (of the natural<br />

gas business) at exactly the right time, and for top dollar,”<br />

said Stan McLelland, former General Counsel for <strong>Valero</strong>.<br />

“With that, it gave us capital and ability to pay down<br />

debt and go out and acquire other refineries.” But <strong>Valero</strong><br />

still faced skeptics, who saw <strong>Valero</strong> essentially selling its<br />

more established and profitable business to focus on an<br />

uncertain future in refining.<br />

The company had but a single, 170,000 BPD refinery<br />

in Corpus Christi when the PG&E spin-merger was<br />

announced. On paper, however, <strong>Valero</strong> envisioned for<br />

itself a nationwide network of refineries with a combined<br />

2 million BPD of refining capacity. Within five years. To<br />

achieve this, <strong>Valero</strong> would not accept just any refinery.<br />

Rather, it focused on operations that met four key criteria:<br />

the ability to process more than 100,000 BPD of sour<br />

crude; upgrade capability, with the ability to increase<br />

capacity and yields; access to water; and the ability to<br />

immediately contribute to earnings.<br />

Before the PG&E ink had dried (PG&E closed July 31,<br />

1997), <strong>Valero</strong> reached an agreement to purchase three<br />

refineries by acquiring Basis Petroleum Inc., a subsidiary<br />

of New-York-based Salomon Inc., an investment firm.<br />

The Basis refineries, located in Texas (Houston, Texas<br />

City) and Louisiana (Krotz Springs) were purchased at 10<br />

cents on the dollar of replacement cost. <strong>Valero</strong>’s refining<br />

capacity nearly tripled to more than 500,000 barrels per<br />

day, making it the fourth largest independent refiner in<br />

the nation. The $485 million acquisition took <strong>Valero</strong> to<br />

a new level in size and scope. “We told people that yes,<br />

refining was at the bottom of the cycle, but that created<br />

a great opportunity for us to acquire assets at good<br />

values,” said Keith Booke, former Chief Administrative<br />

Officer for <strong>Valero</strong> (1996 to 2006). “We saw demand for<br />

refined products growing … Did the rest of the market<br />

believe it? Absolutely not.”<br />

The former Basis plants represented both a tremendous<br />

value and a tremendous challenge. Maintenance and<br />

reliability issues required attention from day one, as<br />

did employees who were looking for a reason to trust<br />

<strong>Valero</strong> at the time. So, company officials took time<br />

to explain the new culture and plans for the future, to<br />

assure employees that brighter days were ahead, and to<br />

address questions and concerns. <strong>Valero</strong> created volunteer<br />

councils, launched spirited United Way campaigns and<br />

other activities, and met their new communities with<br />

Houston<br />

Texas City<br />

Strategy for Success<br />

14

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