Worth reading
61In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
2170
USD millionWording
Conditional
How definitive the wording is.This transaction
The transaction (acquisition of shares in a subsidiary of Chevron Corporation, making it a subsidiary)CounterpartyChevron Global Energy Inc., Chevron Holdings Inc., CT Nominee Holdings (I) LLC, Chevron South Asia Holdings Pte Ltd.
Disclosing companyENEOS Holdings,Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.
Date of board resolution14 May 2026
Contract Date14 May 2026
Execution Date / Effective DateScheduled during 2027
Target company
Ownership of a 50% interest in Singapore Refining Company, and marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Lubricants sales business
Location Singapore, Kuala Lumpur, Malaysia, Makati City, Philippines, Queensland, Australia, Jakarta, IndonesiaShare capital US$489 million, MYR 40 million, PHP 390 million, A$1,228 million, US$1 millionDate of incorporation 11 December 1992, 18 November 1949, 13 February 1931, 23 October 2019, 24 April 1998
Net SalesFiscal year ended December 2025: US$7,711 million, Fiscal year ended December 2025: MYR 6,447 million, Fiscal year ended December 2025: PHP 53,291 million, Fiscal year ended December 2025: A$4,881 million (consolidated revenue), Fiscal year ended December 2025: US$46 million
Operating profitFiscal year ended December 2025: US$30 million (EBIT), Fiscal year ended December 2025: MYR 47 million (EBIT), Fiscal year ended December 2025: PHP -99 million (EBIT), Fiscal year ended December 2025: A$-112 million (consolidated operating income), Fiscal year ended December 2025: US$2 million (EBIT)
Net income for the current fiscal yearFiscal year ended December 2025: US$-4 million, Fiscal year ended December 2025: MYR 33 million, Fiscal year ended December 2025: PHP -143 million, Fiscal year ended December 2025: A$-143 million (profit attributable to owners of the parent), Fiscal year ended December 2025: US$2 million
Net assetsFiscal year ended December 2025: US$963 million, Fiscal year ended December 2025: MYR 505 million, Fiscal year ended December 2025: PHP 9,731 million, Fiscal year ended December 2025: A$473 million (consolidated net assets), Fiscal year ended December 2025: US$16 million
Consideration and expenses
Acquisition priceUS$2,170 million (the final acquisition price is expected to be determined after deducting net interest-bearing debt and applying the price adjustments stipulated in the agreement)
Type of ConsiderationCash (the total consideration is stated as US$2,170 million)
Impact on Business Performance
The impact on results for fiscal 2026 is expected to be minor. Through measures including improving the efficiency of the fuel oil and lubricants sales business and expanding the trading business, ENEOS Holdings aims to generate a US$250 million contribution to operating income in fiscal 2030.
Procedures and assumptions
Conditions Precedent to ExecutionSatisfaction of the closing conditions, including obtaining the approvals required from the relevant authorities
| Item | Details |
|---|---|
| Transaction name | The transaction (acquisition of shares in a subsidiary of Chevron Corporation, making it a subsidiary) |
| Counterparty name | Chevron Global Energy Inc., Chevron Holdings Inc., CT Nominee Holdings (I) LLC, Chevron South Asia Holdings Pte Ltd. |
| Name of the Subject Company | Chevron Singapore Pte. Ltd, Chevron Malaysia Ltd., Chevron Philippines Inc., Chevron Australia Downstream Holdings Pty Ltd, PT Chevron Oil Products Indonesia |
| Business Description of the Subject Company | Ownership of a 50% interest in Singapore Refining Company, and marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Marketing and sales of petroleum products and lubricants, Lubricants sales business |
| Location of the Subject Company | Singapore, Kuala Lumpur, Malaysia, Makati City, Philippines, Queensland, Australia, Jakarta, Indonesia |
| Capital Stock of the Subject Company | US$489 million, MYR 40 million, PHP 390 million, A$1,228 million, US$1 million |
| Date of Establishment of the Subject Company | 11 December 1992, 18 November 1949, 13 February 1931, 23 October 2019, 24 April 1998 |
| Net Sales of the Subject Company | Fiscal year ended December 2025: US$7,711 million, Fiscal year ended December 2025: MYR 6,447 million, Fiscal year ended December 2025: PHP 53,291 million, Fiscal year ended December 2025: A$4,881 million (consolidated revenue), Fiscal year ended December 2025: US$46 million |
| Operating Profit of the Subject Company | Fiscal year ended December 2025: US$30 million (EBIT), Fiscal year ended December 2025: MYR 47 million (EBIT), Fiscal year ended December 2025: PHP -99 million (EBIT), Fiscal year ended December 2025: A$-112 million (consolidated operating income), Fiscal year ended December 2025: US$2 million (EBIT) |
| Net Income of the Subject Company | Fiscal year ended December 2025: US$-4 million, Fiscal year ended December 2025: MYR 33 million, Fiscal year ended December 2025: PHP -143 million, Fiscal year ended December 2025: A$-143 million (profit attributable to owners of the parent), Fiscal year ended December 2025: US$2 million |
| Net Assets of the Subject Company | Fiscal year ended December 2025: US$963 million, Fiscal year ended December 2025: MYR 505 million, Fiscal year ended December 2025: PHP 9,731 million, Fiscal year ended December 2025: A$473 million (consolidated net assets), Fiscal year ended December 2025: US$16 million |
| Acquisition price | US$2,170 million (the final acquisition price is expected to be determined after deducting net interest-bearing debt and applying the price adjustments stipulated in the agreement) |
| Type of Consideration | Cash (the total consideration is stated as US$2,170 million) |
| Number of shares acquired | Chevron Singapore Pte. Ltd.: 637,962 shares (number of voting rights: Not disclosed), Chevron Malaysia Ltd.: 35,000 shares (number of voting rights: Not disclosed), Chevron Australia Downstream Holdings Pty Ltd: 1,227,682,810 shares (number of voting rights: Not disclosed), Chevron Philippines Inc.: 39,000,000 shares (number of voting rights: Not disclosed), PT Chevron Oil Products Indonesia: 40,000 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | After 100% (100% ownership interest to be acquired) (before not disclosed) |
| Impact on Business Performance | The impact on results for fiscal 2026 is expected to be minor. Through measures including improving the efficiency of the fuel oil and lubricants sales business and expanding the trading business, ENEOS Holdings aims to generate a US$250 million contribution to operating income in fiscal 2030. |
| Date of board resolution | 14 May 2026 |
| Contract Date | 14 May 2026 |
| Execution Date / Effective Date | Scheduled during 2027 |
| Conditions Precedent to Execution | Satisfaction of the closing conditions, including obtaining the approvals required from the relevant authorities |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.As part of the portfolio restructuring identified as a priority measure under the Fourth Medium-Term Management Plan, ENEOS Holdings aims to strengthen its earnings base by capturing markets expected to grow, including those in Southeast Asia, expanding its fuel oil and lubricants supply and sales businesses, trading capabilities and overseas assets.
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