US freezes Citgo board to protect pending $5.9-billion acquisition

The US Treasury amended sanctions to prevent unauthorized changes at Citgo and its parent companies.

The US Treasury Department Sept. 14 amended Venezuela’s sanctions license to prevent unauthorized changes to the governance of Citgo Petroleum Corp. and its two US corporate parent structures, PDV Holding Inc. and Citgo Holding Inc.

The license now explicitly blocks any unauthorized "appointment, removal, or replacement of any director, officer, or other corporate governance official" at the three companies. The move comes as Venezuelan interim President Delcy Rodríguez works to regain control of the country’s overseas assets. Her administration has replaced law firms representing Venezuela and state-owned PDVSA in foreign litigation and arbitration, while opposition-appointed entities that have overseen Citgo are preparing to wind down.

The license amendment freezes the current corporate boards until finalization of Amber Energy’s acquisition of PDV Holdings. The acquisition gives Amber Energy, owned by Elliott Investment Management, assets that include about 800,000 b/d of refining capacity on the US Gulf Coast and in the Midwest. It also obligates Amber to disperse $5.89 billion in a structured payout to 15 international creditors, including ConocoPhillips, whose assets were seized by the previous government.

While a US federal court approved the deal, Amber still requires a US Treasury license to take title to the shares. The deal would also need to survive an appeal in the US Third Circuit Court of Appeals in Philadelphia, where the Venezuelan government is arguing the price is too low. Venezuela and state-owned PDVSA would still be on the hook for about $15 billion in remaining payouts to companies for seized assets.

About the Author

Cathy Landry

Washington Correspondent

Cathy Landry has worked over 20 years as a journalist, including 17 years as an energy reporter with Platts News Service (now S&P Global) in Washington and London.

She has served as a wire-service reporter, general news and sports reporter for local newspapers and a feature writer for association and company publications.

Cathy has deep public policy experience, having worked 15 years in Washington energy circles.

She earned a master’s degree in government from The Johns Hopkins University and studied newspaper journalism and psychology at Syracuse University.

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