Affiliate of Jefferson Energy Companies Agrees to Acquire Crude Oil Logistics Assets from USD Group
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Rhea-AI Summary
A Jefferson subsidiary of FTAI Infrastructure (FIP) agreed to buy USD Group crude-oil logistics assets for approximately $255 million in cash.
The purchase covers the Port Arthur Terminal in Texas and a 50% interest in the Diluent Recovery Unit in Hardisty, Alberta, both from a USD Group subsidiary. It will be financed by assuming the acquired business’s existing debt and through an acquisition debt facility secured by Jefferson and its subsidiaries. Jefferson has obtained a financing commitment. Closing requires regulatory approvals, which are expected in the fourth quarter of 2026.
Jefferson expects the assets to generate approximately $50 million of annual EBITDA over the next twelve months. The assets serve crude shipments under a long-term, take-or-pay contract. The terminal is designed to handle approximately 50,000 barrels per day arriving by rail and connects to P66’s Beaumont terminal through an owned 12-mile pipeline.
Positive
- Approximately $255 million agreement would add the Port Arthur Terminal and a 50% interest in the Hardisty Diluent Recovery Unit.
- Approximately $50 million of annual EBITDA is expected from the assets over the next twelve months.
- Long-term, take-or-pay contract provides minimum volume commitments from an investment-grade counterparty.
- Jefferson says the acquisition would more than double its existing Adjusted EBITDA.
- Acquisition financing commitment has been obtained to enable Jefferson to fund the purchase.
- Port Arthur Terminal is designed to handle approximately 50,000 barrels per day of crude arriving by rail.
- Owned 12-mile pipeline connects the terminal to P66’s Beaumont terminal.
Negative
- Existing acquired-business debt will be assumed, alongside an acquisition debt facility secured by Jefferson and its subsidiaries.
- Required regulatory approvals remain pending; they are expected during the fourth quarter of 2026.
- Jefferson expects to evaluate issuing Additional Parity Bonds as another way to fund the purchase.
News Explained
Jefferson has a commitment for acquisition financing, but the company says it will evaluate combining the acquired assets with Jefferson Bond Borrower LLC and funding the purchase with Additional Parity Bonds; that bond route is not yet a stated commitment.
Details
Market move: FIP -7.52% in the Sep 28 session. Port Arthur asset acquisition
On Sep 28, the day this news came out, FIP closed 7.52% below the previous close. Argus tracked a trough of -14.9% from its starting point during tracking. Our momentum scanner recorded 33 alerts for this stock that day.
Data tracked by StockTitan Argus for the Sep 28 session.
Key Figures
- Acquisition consideration
- approximately $255 million in cash
- Total transaction consideration
- Expected annual EBITDA
- approximately $50 million
- Acquired assets, next twelve months
- Expected regulatory approvals
- fourth quarter of 2026
- Required before closing
- Interest in Diluent Recovery Unit
- 50%
- Hardisty, Alberta
- Port Arthur Terminal capacity
- approximately 50,000 barrels per day
- Crude oil arriving by rail
Key Terms
ebitda financial
take-or-pay contract financial
investment grade counterparty financial
diluent recovery unit technical
AI-generated analysis. How Rhea-AI works. Not financial advice.
NEW YORK, Sept. 28, 2026 (GLOBE NEWSWIRE) -- FTAI Energy Partners LLC (“Jefferson” or the “Company”), a subsidiary of FTAI Infrastructure Inc. (NASDAQ: FIP), today announced that its subsidiary has entered into a definitive agreement to acquire the Port Arthur Terminal in Port Arthur, Texas, and a
"The acquisition of USD’s assets is an ideal fit and highly accretive for our Jefferson segment, more than doubling Jefferson’s existing Adjusted EBITDA with contracted cash flow under a long-term agreement with minimum volume commitments from an investment grade counterparty. The transaction significantly de-leverages Jefferson’s balance sheet and, we believe, creates substantial incremental value at Jefferson” said Ken Nicholson, Chief Executive Officer of FTAI Infrastructure.
The acquired assets represent an integrated origin-to-destination logistics platform for the shipment of crude oil into the Beaumont refinery hub under a long-term, take-or-pay contract with a major energy exploration and production company. The Port Arthur Terminal is designed to handle approximately 50,000 barrels per day of crude oil arriving by rail which is further shipped to customers via an owned 12-mile, 24-inch diameter pipeline system connecting to P66’s Beaumont terminal for distribution to local refiners in Beaumont, Lake Charles and other key Gulf Coast markets.
Hank Alexander, CEO of Jefferson said, “Combining the USDG assets with our existing Jefferson terminals is a game-changer for our platform, adding a new long-term customer to our revenue base and providing multiple growth opportunities ahead. We look forward to working with USDG’s team of high quality professionals to continue to grow the acquired assets as well as our existing Jefferson business.”
Jefferson has obtained a commitment for acquisition financing which will enable it to fund the acquisition. In addition, the Company expects to evaluate combining the acquired assets with its existing subsidiary, Jefferson Bond Borrower LLC, which presently owns Jefferson’s main terminal business and a portion of the Jefferson South terminal, and funding the acquisition with the issuance of Additional Parity Bonds under the indenture for Jefferson Bond Borrower LLC.
Jefferies and Houlihan Lokey served as financial advisors to the Company and USDG, respectively. Barclays served as capital finance advisor to Jefferson in connection with arranging funding for the transaction. Vinson & Elkins LLP, Bennett Jones LLP and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisors to the Company, and Gibson, Dunn & Crutcher LLP acted as legal advisors to USDG.
About Jefferson Energy Companies
Jefferson is a midstream energy infrastructure company headquartered in Houston, Texas, with terminal operations at the Port of Beaumont, one of North America’s largest refining and petrochemical centers. Jefferson Energy’s multimodal terminal facilities provide transloading, storage, handling, blending, and related services for products including crude oil, refined products, and ammonia, with direct access to rail, highway, and marine transportation.
About FTAI Infrastructure Inc.
FTAI Infrastructure Inc. primarily invests in critical infrastructure with high barriers to entry across the rail, ports and terminals, and power and gas sectors that, on a combined basis, generate strong and stable cash flows with the potential for earnings growth and asset appreciation. FTAI Infrastructure is externally managed by an affiliate of Fortress Investment Group LLC, a leading, diversified global investment firm.
Non-GAAP Metrics
EBITDA is defined as net income (loss) attributable to stockholders, adjusted to exclude the impact of provision for (benefit from) income taxes, depreciation and amortization expense and interest expense. Jefferson is not providing forward looking guidance for U.S. GAAP reported financial measures or a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to predict with reasonable certainty the ultimate outcome of certain significant items without unreasonable effort. These items include, but are not limited to, interest expense, contractor costs and customer revenues. These items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP reported results for the guidance period.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the expected closing of the transaction, anticipated financing arrangements, projected EBITDA, future operating performance, expected strategic benefits, customer demand, market conditions and anticipated growth opportunities. These statements are based on management's current expectations and beliefs and are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Factors that could cause actual results to differ materially include, among others, the satisfaction of closing conditions, regulatory approvals, financing availability, market conditions, commodity price volatility, customer demand and other risks described in the filings of FTAI Infrastructure Inc. with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements except as required by law.
For further information please contact:
Alan Andreini
Investor Relations
FTAI Infrastructure Inc.
(646) 734-9414
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What assets is FTAI Infrastructure’s Jefferson subsidiary buying from USD Group, and for how much?
It agreed to buy the Port Arthur Terminal in Texas and a 50% interest in the Diluent Recovery Unit in Hardisty, Alberta, from a USD Group subsidiary for approximately $255 million in cash.
How much EBITDA does Jefferson expect from the USD Group assets?
Jefferson expects the assets to generate approximately $50 million of annual EBITDA over the next twelve months.
Is Jefferson considering another way to finance the USD Group asset purchase?
Jefferson expects to evaluate combining the assets with its existing Jefferson Bond Borrower subsidiary and funding the acquisition by issuing Additional Parity Bonds under that subsidiary’s indenture. That approach is under consideration, not a completed financing.