Buckeye to Acquire Liquid Petroleum Terminals From Hess

Thursday, October 10, 2013

Buckeye Partners, L.P. signed a definitive agreement with Hess Corporation and its subsidiaries to acquire 20 liquid petroleum products terminals with total storage capacity of approximately 39 million barrels for $850 million.


The 19 domestic terminals are located primarily in major metropolitan locations along the U.S. East Coast and have approximately 29 million barrels of refined petroleum products storage capacity, including approximately 15 million barrels of capacity strategically located in New York Harbor. The terminal on St. Lucia in the Caribbean has approximately 10 million barrels of crude oil and refined petroleum products storage capacity and has deep-water access. This acquisition, which is subject to regulatory approvals and customary closing conditions, is expected to close before year-end.

"This acquisition is a tremendous opportunity for Buckeye to create value by overlaying our commercial operating model on a premier platform of complementary assets," stated Clark C. Smith, President and Chief Executive Officer. "We have a proven track record of value creation through executing on opportunities to apply the Buckeye model to terminals previously operated primarily on a proprietary basis such as these. We expect this acquisition, which includes a multi-year storage and throughput commitment by Hess, will be immediately accretive to our distributable cash flow per unit, excluding first year transition-related expenses, and should provide long-term support for further distribution growth."


The 19 domestic terminals are located in the New York Harbor, Upstate New York, Mid-Atlantic, and Southeast. All but two of the facilities are marine terminals and 12 have deep-water access. Mr. Smith added, "This acquisition expands our footprint into several key, high growth markets in the Southeast, including Florida, and we look forward to furthering our customer relationships in these areas by leveraging the capabilities of these assets and our superior customer service model.

The Port Reading and other New York Harbor terminals extend our connectivity and service capabilities in this strategic location. The proximity of the Port Reading terminal to our Perth Amboy terminal and Linden hub provides the opportunity to create a large, integrated network in New York Harbor that would leverage the pipeline connections between these facilities and allow us to optimize the capabilities at each facility for our customers. In addition, the St. Lucia terminal improves our capabilities in the Caribbean storage market with more geographically diverse service offerings to allow us to accommodate a larger portion of the growing Latin American crude oil production volumes. As a result of this transaction, we believe that our integrated network of marine terminals should allow us to capture meaningful synergies from global logistic product flows through the comprehensive set of terminal services we expect to be able to offer our customers."

"The acquisition of these assets represents a continued investment by Buckeye in strategic marine terminal assets that provide versatility and unique capabilities," Mr. Smith added. "This platform of assets enhances our positioning to further expand our marine terminal business for future growth." After fully integrating these assets and executing on Buckeye's initial operational and commercialization plans over the first twelve months of operations, Buckeye's acquisition multiple is expected to be less than eight times Adjusted EBITDA.

UBS acted as the exclusive financial advisor to Buckeye in connection with this transaction.

A presentation concerning the transaction will be available on the "Investor Center" section of Buckeye's website, www.buckeye.com.


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