HOUSTON, Aug 21 (Reuters) - A U.S. court auction of
Venezuelan-owned U.S. refiner Citgo is heating up after delays
as bidders raise their offers, good news for creditors seeking
compensation from the South American nation for debt defaults
and a wave of nationalizations under late Venezuelan President
Hugo Chavez.
Citgo is the crown jewel of Venezuela's foreign assets.
Last-minute bids have spiced up the competition in the bidding
round due to end this month, in contrast to an underwhelming
round last year.
Units of commodities house Vitol and hedge fund Elliott
Investment Management have recently submitted improved bids to
challenge the front-runner, a subsidiary of miner Gold Reserve ( GDRZF )
.
The intensity of the competition led Judge Leonard Stark to
extend the bidding period through Friday and reschedule the
final hearing on the auction to mid-September.
The case should help repay up to 15 creditors for debt
defaults and expropriations by Venezuela. But many involved and
observing are unclear about the metrics the court officer
overseeing the auction will use to determine the best offer.
Which factors will be considered?
The most difficult challenge for bidders and the team of
court officer Robert Pincus has been to evaluate the offers'
price versus "certainty of closure," a term defining a
proposal's chances of becoming a real takeover.
The auction's winner will need to navigate a complex process
to take over assets amid objections, challenges and other
creditors' attempts to seize them in parallel legal cases.
Some bidders are willing to close a deal for Citgo's parent
and then face parallel lawsuits that could lead to side payments
to creditors later. Other bidders want to secure settlement
agreements beforehand to reduce the risk of any future lawsuit.
Following the resolution of some legal cases since last
year, the most important payment consideration now is to holders
of a Venezuelan defaulted bond collateralized with Citgo equity,
even though the holders have not won their case against
Venezuela in New York. A key decision on that is expected next
month.
Offers submitted in the bidding round include cash, non-cash
considerations and credit bids. This makes their evaluation and
comparison complex, since creditors have the right to approve or
reject some components of the offers.
What has the judge prioritized before?
The court has changed its evaluation criteria since last
year, when most creditors rejected a $7.3 billion conditional
offer by Elliott's affiliate Amber Energy due to a proposed
payment prioritization scheme that would have prevented many
from cashing proceeds any time soon.
In a competition earlier this year to choose a stalking
horse bid, the court selected a $3.7 billion offer by Contrarian
Funds' affiliate Red Tree Investments to kick off the round.
That bid was selected mainly because it included a separate $3
billion payment to the bondholders.
However, Judge Stark later instructed evaluators to
prioritize price over certainty of closure for choosing the
final winner so the payment to bondholders would not eat up
proceeds intended for the creditors that have lined up in
Delaware since 2017.
Will the criteria change to choose the final winner?
It remains unclear, even after a procedural hearing to
discuss the topic this week.
In July, Pincus recommended the Gold Reserve ( GDRZF ) group's $7.4
billion offer as the winning bid. That offer does not include an
agreement to pay the bondholders.
But the bid was later challenged by other offers, including
one by Amber Energy that included a $2.86 billion payment
agreement with the holders.
What will happen after?
Many creditors including ConocoPhillips ( COP ), which holds
the largest claims of almost $12 billion, and Gold Reserve ( GDRZF ), have
pursued legal actions outside of the U.S. to seize
Venezuela-owned assets, such as bank accounts, tankers and
facilities controlled by Venezuelan state energy giant PDVSA.
Creditors can submit objections if they are dissatisfied
with the auction's results. They and other creditors outside
Delaware can also continue parallel cases in other U.S. courts.
But it is unlikely that all 15 creditors, who are
collectively trying to recover some $19 billion, will receive
proceeds from the auction. Citgo was valued at up to $13 billion
in an independent valuation ordered by the court. Bids, however,
have not topped $11 billion.
Citgo, the U.S. seventh-largest refiner, saw its profit
plummet to $305 million last year from nearly $2 billion in
2023, and registered losses between the fourth quarter 2024 and
the first quarter this year. The company returned to profit in
the second quarter.