PBF Energy Inc. (NYSE:PBF) (“PBF Energy”) announced today that it has
commenced an underwritten public offering (the “Offering”) of 10,000,000
shares of its Class A common stock. The underwriters of the Offering
will have an option to purchase up to 1,500,000 additional shares.
The Company expects to use the net proceeds from this offering to fund a
portion of the purchase price for our recently announced pending
acquisition of the Torrance refinery and related logistics assets.
However, subject to the timing of the closing of this acquisition, we
may use the net proceeds of this offering to pay down indebtedness
incurred to fund our pending acquisition of the Chalmette refinery and
related logistics assets (or for capital in lieu of indebtedness we
might otherwise borrow). In the event the Torrance acquisition does not
close and we have not previously utilized the net proceeds from this
offering, we may use them for repayment of indebtedness, working
capital, capital expenditures and other general corporate purposes,
including potential acquisitions. The closing of the acquisitions is not
conditioned on the closing of the offering, and the offering is not
conditioned on the closing of the acquisitions.
Morgan Stanley and Credit Suisse Securities (USA) LLC are acting as the
co-lead managers for the offering. A copy of the preliminary prospectus
supplement and accompanying base prospectus relating to the offering may
be obtained, when available, by sending a request to Morgan Stanley,
Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New
York, New York 10014; or by sending a request to Credit Suisse
Securities (USA) LLC, Attention: Prospectus Department, One Madison
Avenue, New York, New York 10010.
These documents may also be obtained free of charge when they are
available from the Securities and Exchange Commission's website ("SEC")
at www.sec.gov.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any of the securities described herein,
nor shall there be any sale of these securities, in any state in which
such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such state or
jurisdiction. The offering will be made only by means of a prospectus
and related prospectus supplement meeting the requirements of Section 10
of the Securities Act of 1933, as amended. The offering is made pursuant
to an effective shelf registration statement and prospectus filed by PBF
Energy with the SEC.
Forward-Looking Statements
Statements in this press release relating to future plans, results,
performance, expectations, achievements and the like are considered
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements include, without limitation, the company’s expectations with
respect to timing of the completion of the proposed acquisitions; the
company’s post-acquisition plans, objectives, expectations and
intentions with respect to future earnings and operations; the company’s
plans for financing the proposed acquisitions; and the conditions to the
closing of the proposed acquisitions and the possibility that the
proposed acquisitions will not close. These forward-looking statements
involve known and unknown risks, uncertainties and other factors, many
of which may be beyond the company's control, that may cause actual
results to differ materially from any future results, performance or
achievements expressed or implied by the forward-looking statements.
Factors and uncertainties that may cause actual results to differ
include but are not limited to the risks described above, and the risks
disclosed in the company's filings with the SEC. All forward-looking
statements speak only as of the date hereof. The company undertakes no
obligation to revise or update any forward-looking statements except as
may be required by applicable law.
About PBF Energy Inc.
PBF Energy Inc. (NYSE: PBF) is one of the largest independent refiners
in North America, operating, through its subsidiaries, oil refineries
and related facilities in Delaware City, Delaware, Paulsboro, New Jersey
and Toledo, Ohio. Our mission is to operate our facilities in a safe,
reliable and environmentally sensitive manner, provide employees with a
safe and rewarding workplace, become a positive influence in the
communities where we do business, and provide superior returns to our
investors.
PBF Energy Inc. indirectly owns the general partner and approximately
53.7% of the limited partnership interest of PBF Logistics LP
(NYSE:PBFX).
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