Blue Water Acquisition Corp. III Announces Submission of $10 Billion Bid for PDV Holding Inc., Parent of Citgo Petroleum Corp.

Rhea-AI Summary

Blue Water Acquisition Corp. III (Nasdaq: BLUWU) has submitted a $10 billion bid to acquire PDV Holding Inc., the parent company of Citgo Petroleum Corp., through a Delaware court-supervised auction. The proposal includes a $3.2 billion settlement for PDVSA 2020 bondholders, payable in cash or shares.

The acquisition would encompass three major U.S. refineries with over 800,000 barrels per day capacity, midstream infrastructure, and a network of 4,000+ branded service stations. If successful, the deal would return Citgo to U.S. ownership as a publicly-listed company, marking a significant shift from its current Venezuelan state ownership structure.

Positive

• Potential return of Citgo to U.S. ownership with public market transparency
• Significant asset acquisition including three major refineries with 800,000+ barrels daily capacity
• Large retail network of over 4,000 branded service stations
• Flexible payment structure offering creditors both cash and equity options

Negative

• Large $10 billion acquisition cost could strain financial resources
• Complex transaction structure involving multiple stakeholders and court approval
• Potential regulatory and political challenges due to Venezuelan ownership transition
• Integration risks with large-scale refinery and retail operations

News Market Reaction – BLUWU

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+0.60% News Effect

On the day this news was published, BLUWU gained 0.60%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

GREENWICH, Conn., Sept. 5, 2025 /PRNewswire/ -- Blue Water Acquisition Corp. III (Nasdaq: BLUWU) ("Blue Water" or the "Company") today announced that it has submitted a $10 billion bid to acquire PDV Holding Inc., the parent company of Citgo Petroleum Corp., in a Delaware court-supervised auction process.

The Company's proposal would provide cash or stock distributions to PDV Holding Inc.'s general creditors, a $3.2 billion settlement for holders of the PDVSA 2020 bonds to be paid either in cash or in shares of the publicly listed entity that will own Citgo.

Citgo Assets Included in the Auction

The assets of the auction include:

• Three major U.S. refineries: Lake Charles, Louisiana; Lemont, Illinois; and Corpus Christi, Texas, with combined refining capacity exceeding 800,000 barrels per day.
• Midstream infrastructure, including pipelines and terminals such as the Sour Lake crude pipeline.
• Lubricant and blending plants supporting specialty fuels and lubricants.
• Nationwide retail distribution network of more than 4,000 branded service stations.

Background on Citgo
Founded in 1910, Citgo was originally an American company before being acquired in the 1980s and 1990s by Venezuela's state-owned oil company, PDVSA. Blue Water's proposal would return Citgo to U.S. ownership as a fully public, publicly-listed company, accountable to U.S. regulators and investors.

Management Commentary
"Our $10 billion proposal would provide creditors with both immediate recovery and the opportunity to participate in the future of Citgo as a U.S. public company," said Joseph Hernandez, Chairman & CEO of Blue Water. "This structure is designed to deliver value for creditors, stability for employees, and ensure Citgo's assets remain under U.S. ownership and public market transparency."

About Blue Water Acquisition Corp. III
Blue Water Acquisition Corp. III (Nasdaq: BLUWU) is a special purpose acquisition company (SPAC) formed to identify and complete a business combination with high-potential companies across diverse sectors.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks and uncertainties, including the outcome of the court-supervised auction process, regulatory approvals, and market conditions. Actual results may differ materially from those expressed or implied. Blue Water disclaims any obligation to update forward-looking statements except as required by law. These statements are only predictions. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, including without limitation, Blue Water's ability to enter into definitive agreements and complete the transaction. These risks, uncertainties and other factors are expected to be further described in a proxy statement/registration statement to be filed with the Securities and Exchange Commission (the "SEC") relating to any business combination transaction.  

Participants in the Solicitation
Blue Water and its respective directors, executive officers and other members of their management and employees, under SEC rules, may be deemed to be participants in a solicitation of its shareholders in connection with a proposed business combination. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Blue Water directors and officers in its SEC filings. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Blue Water shareholders in connection with the proposed business combination will be set forth in the proxy statement/prospectus for the proposed business combination when available. 

No Offer or Solicitation 
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

Contact
Investor & Media Inquiries
Blue Water Acquisition Corp. III
15 E. Putnam Avenue, Suite 363
Greenwich, CT 06830
stephbluewatervp@gmail.com 

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SOURCE Blue Water Acquisition Corp iii

FAQ

What is the value of Blue Water's bid for Citgo Petroleum's parent company?

Blue Water Acquisition Corp. III has submitted a $10 billion bid to acquire PDV Holding Inc., Citgo's parent company, through a Delaware court-supervised auction.

What assets are included in Blue Water's proposed acquisition of Citgo?

The acquisition includes three major U.S. refineries in Lake Charles, Lemont, and Corpus Christi, with 800,000+ barrels daily capacity, midstream infrastructure, and over 4,000 branded service stations.

How will PDVSA 2020 bondholders be compensated in the Blue Water-Citgo deal?

Bondholders will receive a $3.2 billion settlement that can be paid either in cash or in shares of the publicly listed entity that will own Citgo.

What changes would occur if Blue Water acquires Citgo?

Citgo would return to U.S. ownership as a fully public, publicly-listed company, becoming accountable to U.S. regulators and investors, shifting from Venezuelan state ownership.

Who is leading Blue Water's acquisition bid for Citgo?

The acquisition bid is led by Joseph Hernandez, Chairman & CEO of Blue Water Acquisition Corp. III.