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Sources say bidders have radically different visions of Citgo's future.

Sources say bidders have radically different visions of Citgo's future.

Five sources said that an affiliate of Elliott Investment Management wanted to cut costs in Citgo Petroleum, a Venezuelan-owned refiner, while a unit from Gold Reserve was mainly focused on maintaining the statusquo. This is as the long auction which will determine the refiners' future approaches its end.

The details of the competing visions of Citgo were revealed ahead of an auction to select the winner of PDV Holding, Citgo's parent.

The Delaware court ordered the auction of shares to be held to pay for Venezuelan debt defaults, expropriations and other damages.

The judge will decide next week who wins the auction, which has been running for nearly two years.

A court officer who was overseeing the August auction recommended Elliott's Amber Energy's $5.9 billion bid as the winner. This is a change from his previous recommendation of Gold Reserve's Dalinar Energy's $7.4 billion offer.

Amber's agreement to pay $2.1billion to holders of Venezuelan bonds that have defaulted is the main difference in the bids. This was a crucial step to remove an obstacle to a takeover.

Five sources familiar with the plans say that if Amber's bid is accepted, it would implement a streamlined plan, while Dalinar - which is still fighting for a chance in court - wants to use the refiner’s strengths to keep its assets and operations largely the same.

The strategies of the two companies have not been made public.

Gold Reserve declined comment. Citgo Amber has not responded to requests for comments.

Extreme Makeover

Amber's team will be led by Greg Goff, a refining expert, as CEO and Jeff Stevens, as president. Three sources claim that the Elliott affiliate is more interested in radical changes to Citgo. This could include the removal of the board and top management.

After purchasing a $2.5 billion stake in Phillips 66 this year, hedge fund Elliott snatched up two seats on the board of the rival refiner and supports a divestiture, cost-cutting and operational changes for perceived underperformance.

"Elliott is sure to find where to make cuts in Citgo," said one source close to refiner. Citing audits, the source cited inefficiencies that were grandfathered into its status as a former wealthy state-owned company.

Garfield Miller, an independent expert in refining, believes that Goff and Stevens will run the company for several years. Elliott is the best person to call if there's a need for reorganization, he said.

Citgo is one of the most complex refiners in the United States, with an 807,000 barrels per day network spread across Texas, Louisiana, and Illinois. It also has 42 terminals, 8 pipelines, and 3 lubricant factories. It has 3,300 employees and supplies 4,000 independent retailers.

Sources said that Amber's plans could help to monetize its investment, particularly after it pays out billions of dollars as planned in cash to Venezuela bondholders.

Another source stated that "if Elliott's affiliate wins the auction, then the takeover will be aggressive just like its cost-cutting plan." The person said that a hostile removal of board directors would trigger clauses to indemnify the members.

Sources said that asset sales would be preceded by a streamlined process. The auction has already identified potential buyers of certain assets, including rival refiners. It also helped Citgo identify possible trading pacts which could help it source oil more efficiently.

Go with the flow

Gold Reserve envisages a collaborative approach. The Toronto-listed company, which is familiar with Venezuela and its state firms from its previous ventures there, hopes to leverage Citgo’s existing management, financial strength, and infrastructure to launch Dalinar, its U.S. subsidiaries, into the refining industry, according to the five sources.

Gold Reserve has praised Citgo for its leadership, and has recently aligned itself with Venezuelan and Citgo lawyers in court in order to counter Amber’s bid and ensure that auction proceeds benefit creditors in Delaware.

Paul Rivett (executive vice-chairman of Gold Reserve’s board) told investors that Citgo’s current management had done a good job in the circumstances.

Tony Sementelli was previously the executive vice president and Chief financial officer at Flint Hills Resources (a refiner owned by Koch). He was appointed as Dalinar’s chairman. Two other members of the board were previously employed by Flint Hills.

Dalinar's plan is dependent on Citgo's near-total preservation due to the complexity of its financing. The court officer Robert Pincus, rival bidders and some creditors have said that the bid is too dependent on Citgo's performance in the future, which would be a reason to preserve assets.

The sale could be delayed by roadblocks, regardless of what the court decides. Any winner must be approved by the U.S. Treasury Department. Reporting by Marianna Pararaga, Editing by Nathan Crooks & Ni Williams

(source: Reuters)