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Premcor Prices Senior Notes Offering

    OLD GREENWICH, Conn., Jan. 28 /PRNewswire-FirstCall/ -- Premcor Inc.
(NYSE: PCO) announced today that its wholly-owned subsidiary, The Premcor
Refining Group Inc. ("PRG"), has priced an offering of an aggregate
$525 million in Senior Notes at par under the following terms:

    -- $175 million due 2010 at 9.25 percent; and
    -- $350 million due 2013 at 9.5 percent.

    PRG expects to use the net proceeds from the offering to finance, in part,
the recently announced acquisition from The Williams Companies of its refinery
and related supply and distribution assets located in and around Memphis,
Tennessee, to purchase certain Memphis refinery inventory and other working
capital assets, to repay $240 million in principal amount of PRG's floating
rate notes due 2003 and 2004, and for general corporate purposes.  Completion
of the offering is expected to occur on February 11, 2003 and is contingent
upon, among other things, PRG amending its bank credit agreement.
    The Notes are offered pursuant to Rule 144A of the Securities Act of 1933.
The Notes have not been registered under the Securities Act of 1933 and,
accordingly, may not be offered or sold in the United States absent
registration under the Securities Act or an applicable exemption from the
registration requirements.

    Premcor Inc. is one of the largest independent petroleum refiners and
marketers of unbranded transportation fuels and heating oil in the United
States.

    This press release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995, including the
company's current expectations with respect to future market conditions,
future operating results, the future performance of its refinery operations,
future acquisitions and related financing transactions, and planned debt
reductions.  Words such as "expects," "intends," "plans," "projects,"
"believes," "estimates," "may," "will," "should," "shall," and similar
expressions typically identify such forward-looking statements.  Even though
Premcor believes the expectations reflected in such forward-looking statements
are based on reasonable assumptions, it can give no assurance that its
expectations will be attained.  Factors that could cause actual results to
differ materially from expectations include, but are not limited to,
operational difficulties, varying market conditions, potential changes in
gasoline, crude oil, distillate, and other commodity prices, government
regulations, and other factors contained from time to time in the reports
filed with the Securities and Exchange Commission by the company and its
subsidiaries, Premcor USA Inc. and The Premcor Refining Group Inc., including
the company's Form S-1 and the company's and its subsidiaries' quarterly
reports on Form 10-Q, reports on Form 8-K, and annual reports on Form 10-K.


SOURCE Premcor Inc.




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Related links:
  • http://www.premcor.com
    CONTACT:
    Media and Investors, Joe Watson,
    +1-203-698-7510, Investors, Karen Davis, +1-314-854-1424, or
    Michael Taylor, +1-314-719-2304, all of Premcor Inc.