FTC Clearance for PBF Logistics in Philadelphia Terminal Acquisitions

Cleary Gottlieb acted as antitrust counsel to PBF Logistics LP in connection with its acquisition of four refined product terminals in the Philadelphia area from an affiliate of Plains All American Pipeline, L.P., for approximately $100 million.

The acquisition expands PBF Logistics’ storage, sales and connectivity options in the region. The transaction was announced on February 2, 2016, and closed on April 29, 2016.

Federal Trade Commission clearance was obtained quickly, which is notable because the FTC prevented this very combination of assets roughly a decade ago when Valero acquired Kaneb. At that time, Valero owned the refineries in the Philadelphia area that are currently owned by PBF Energy, Inc., and Kaneb owned three of the four terminals that PBF Logistics acquired in this transaction. As a condition to its approval of the Valero/Kaneb transaction, the FTC ordered the divestiture of those three terminals. Cleary worked with PBF, Plains, and Plains’ counsel to convince the FTC that the competitive dynamics in the region had changed significantly and, therefore, the PBF/Plains transaction would not lead to a lessening of competition.

Cleary has previously served as antitrust counsel to PBF, including in connection with PBF’s acquisition of noncorporate interests in Chalmette Refining, L.L.C., and its planned acquisition of ExxonMobil’s Torrance refinery.