May 16, 2025 [Phillips 66]- Phillips 66 announced that its subsidiary, Phillips 66 Continental Holding GmbH, has entered into a definitive agreement to divest a 65 percent interest in its Germany and Austria retail marketing business, including JET-branded sites, to a consortium owned by subsidiaries of investment firms Energy Equation Partners and Stonepeak. Phillips 66 will retain a non-operated 35 percent interest in the business through a newly formed joint venture.

“This transaction advances our strategy to optimize our portfolio and enhances long-term shareholder value,” said Mark Lashier, chairman and CEO of Phillips 66. “The newly formed joint venture allows us to monetize this non-core asset while retaining the ability to benefit from its future growth.”

The transaction values the Germany and Austria retail marketing business at an enterprise value of approximately €2.5 billion (approximately $2.8 billion), representing an implied Enterprise Value/EBITDA multiple of 9.1x based on expected 2025 EBITDA. Phillips 66 expects to receive pre-tax cash proceeds of approximately €1.5 billion (approximately $1.6 billion), after customary purchase price adjustments. The proceeds will be used to support the company’s strategic priorities, including debt reduction and shareholder returns.

In connection with the transaction, Phillips 66 will enter into a multi-year agreement to continue to supply the business with products from the Mineraloelraffinerie Oberrhein GmbH & Co. KG (MiRO) Refinery.

The Germany and Austria retail business includes 970 sites, of which 843 are JET-branded sites. The transaction is expected to close in the second half of 2025, subject to regulatory approvals and other customary conditions.

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