Company by a
NEW YORK, Nov. 2 /PRNewswire/ -- OAO Oil Company LUKOIL
(OTC: LUKOY), Russia's largest oil company, and Getty Petroleum Marketing Inc.
(NYSE: GPM), one of America's largest independent marketers of gasoline and
petroleum products, today announced the signing of a definitive merger
agreement for LUKOIL to acquire Getty at a price of $5.00 per share of Getty
common stock. This represents a 54% premium over Getty's closing price of
$3.25 on Wednesday, November 1. Getty serves retail customers through
approximately 1,300 gasoline stations located in 13 Northeastern and
Mid-Atlantic states. Getty is also a marketer of heating oil in the New York
Mid-Hudson Valley and is a wholesale distributor of a variety of petroleum
products through its East Coast petroleum storage and distribution network.
The all-cash transaction is structured as a first step tender offer followed
by a cash merger to acquire all remaining shares of Getty common stock and is
valued at approximately $71 million. As part of the transaction, Getty will
have an adjusted initial 15-year lease agreement with Getty Realty Corp.
(NYSE: GTY) with renewal options through 2049 for a substantial number of the
The tender offer is subject to a number of conditions, including the valid
tender of at least a majority of the outstanding shares of Getty common stock.
Several principal shareholders of Getty, who collectively own approximately
40% of Getty's common stock, have agreed to tender their shares, subject to
Getty's headquarters will remain in Jericho, Long Island, New York.
LUKOIL stated that no employee layoffs are expected and that it will retain
most, if not all, of the current management.
"LUKOIL is extremely enthusiastic about acquiring one of the premier and
best known retail brands of petroleum products in the United States," said
Ralif Safin, First Vice President of LUKOIL. "This is the first acquisition
of a publicly held American company by a Russian corporation, and it is the
first step in our expected expansion into the U.S. market. It is an excellent
opportunity for LUKOIL because it gives us entree into the vast American
market in partnership with a highly regarded brand. In the future, we may
seek to supply the Getty stations with our own petroleum products."
"The combination of Getty's strong presence in the American market with
LUKOIL's capabilities as a world class integrated oil company is going to
create a formidable new company," said Leo Liebowitz, chairman and chief
executive officer of Getty Petroleum Marketing. "We anticipate a smooth
transition and expect that LUKOIL will immediately benefit from the
outstanding infrastructure, knowledge and experience that Getty Petroleum
Marketing brings to this outstanding, world-class organization."
LUKOIL received its financial advice from Credit Suisse First Boston Corp.
and its legal advice from Akin, Gump, Strauss, Hauer & Feld, L.L.P. Getty was
advised by ING Barings LLC and Latham & Watkins.
Getty Petroleum Marketing Inc., one of the nation's largest independent
marketers of gasoline and petroleum products, supplies approximately 1,300
branded locations in thirteen Northeastern and Middle-Atlantic states. The
Company is also a marketer of heating oil in the New York Mid-Hudson Valley
and is a wholesale distributor of a variety of petroleum products through its
East Coast petroleum storage and distribution network.
LUKOIL is Russia's largest vertically integrated oil company, specializing
in oil and gas exploration and production, refining, sales of crude oil
products and transportation. LUKOIL's coverage includes 40 regions in Russia
and 25 other countries of the world. LUKOIL has more than 120,000 employees.
As of January 1, 2000, the proven reserves of oil and gas condensate
available to LUKOIL amounted to 13.5 billion barrels. Over 60% of these
reserves are concentrated in Western Siberia, Russia, another 30% in the
European part of Russia and the remainder outside of Russia. LUKOIL's
subsidiaries and dependent companies produced a total of 75.6 million tons of
crude, which was approximately 24% of Russia's total oil production in 1999.
LUKOIL accounted for 12% of Russia's total oil refining operation in 1999 and
exported a total of 30.5 million tons of crude in 1999. The LUKOIL retail
trade network includes over 1,000 gas stations. As of October 25, 2000,
LUKOIL's market capitalization was more than $10.5 billion.
Getty shareholders are advised to read the tender offer statement
regarding the acquisition of Getty, described in this press release, which
will be filed by LUKOIL with the Securities and Exchange Commission and the
related solicitation/recommendation statement which will be filed by Getty
with the Commission. The tender offer statement (including an offer to
purchase, letter of transmittal and related tender offer documents) and the
solicitation/recommendation statement will contain important information which
should be read carefully before any decision is made with respect to the
offer. These documents will be made available at no charge to all
stockholders of Getty Petroleum Marketing Inc. by contacting the information
agent, D.F. King & Co. Inc. Shareholders may contact the information agent at
(800) 290-6429. These documents also will be available at no charge on the
SEC's web site at http://www.sec.gov.
Certain statements in this news release may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance and achievement of LUKOIL or Getty to be materially different from
any future results, performance, or achievement expressed or implied by such
SOURCE LUKOIL Americas
/CONTACT: Vincent DeLaurentis of Getty Petroleum Marketing, Inc., 516-
338-1201; or Vadim Gluzman of LUKOIL Americas, 212-421-4141/
CO: LUKOIL Americas; Getty Petroleum Marketing, Inc.
ST: New York, Russia
-0- Nov/03/2000 1:09 GMT
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