HOUSTON, TEXAS (By Isaac Silvestre, Energy Analytics Institute, 3.Jul.2025, Words: 500) — Gold Reserve Ltd. revealed its US acquisition subsidiary, Dalinar Energy Corporation, is the final recommended bidder for acquisition of shares of PDV Holding, Inc., the indirect parent company of Citgo Petroleum Corp.
Citgo owns 3 strategically located, deep conversion refineries in Texas, Louisiana and Illinois. Combined, these 3 refineries have a combined total refining capacity of 807,000 barrels per day.
The selection of the US-based Dalinar was made public in the notice of final recommendation filed by the special master appointed by the US District Court for the District of Delaware, which is overseeing the sale process.
The court is scheduled to hold a sale hearing on 18 Aug. 2025.
This represents a significant milestone in Gold Reserve’s nearly 15-year legal journey, Gold Reserve said on 3 Jul. 2025 in an official statement.
Dalinar’s bid is supported by a consortium that includes judgment creditors Rusoro Mining Ltd., Koch Minerals Sarl and Koch Nitrogen International Sarl, and Siemens Energy, Inc. The bid’s stated net purchase price is $7.382bn, significantly higher than the $3.7bn stalking horse bid submitted by Red Tree Investments earlier this year, according to Gold Reserve
RELATED: Vitol group submits bid above $10bn for Citgo, sources say
At closing, Gold Reserve will own 44% of Dalinar’s common equity, representing 85% of the voting shares. In addition, Gold Reserve will hold at least $150mn of $1.5bn of preferred equity securities in Dalinar or 1 of its subsidiaries.
“Dalinar’s $7.382bn bid benefits several parties by satisfying in full, in cash, or non-cash consideration, Gold Reserve’s attached judgment, the attached judgments of all creditors senior to Gold Reserve in the court-approved priority waterfall, and the attached judgment of junior creditor Siemens Energy, Inc.,” Gold Reserve said.
RELATED: Citgo Petroleum reports weak refining margins in the 1Q:25
“Our bid satisfies creditors further down the waterfall than was ever contemplated by any prior bid since the inception of the Delaware sale process. We look forward to the court’s decision in August and getting closer to finally closing this chapter in Gold Reserve’s long history,” Gold Reserve executive vice chairman Paul Rivett said in the statement.
The Dalinar bid includes a combination of equity and debt financing. A consortium of lenders, led by J.P. Morgan and TD Bank and including Sumitomo Mitsui Banking Corporation (SMBC), have provided commitments for the full amount of the anticipated debt financing.
The specific terms of the Dalinar bid are governed by a stock purchase agreement between Dalinar and the special master.
Dalinar’s purchase of the PDVH shares is subject to closing conditions and regulatory approvals, including but not limited to approval by the US Department of Treasury‘s Office of Foreign Assets Control (OFAC).
____________________
By Isaac Silvestre reporting from Houston. © 2025 Energy Analytics Institute (EAI). All Rights Reserved.
