Evidence of meeting #26 for Industry, Science and Technology in the 40th Parliament, 3rd Session. (The original version is on Parliament’s site, as are the minutes.) The winning word was shell.

A recording is available from Parliament.

On the agenda

MPs speaking

Also speaking

Christian Houle  Chief Executive Officer, Montreal East Refinery, Shell
Richard Oblath  Vice-President, Downstream Portfolio, Shell
Jean-Claude Rocheleau  President, Shell Workers Union
Michael M. Fortier  Chairperson, Follow-Up Committee of Shell Refinery
Jim Boles  Business Development, Delek US Holdings
Richard Bilodeau  Acting Assistant Deputy Commissioner, Civil Matters Branch Division, Competition Bureau Canada
Jeff Labonté  Director General, Petroleum Resources Branch, Department of Natural Resources
Martine Dagenais  Assistant Deputy Commissioner of Competition, Mergers Branch Division B, Competition Bureau Canada
Michael Rau  Advisor, Petroleum Markets, Oil Sands and Energy Security Division, Petroleum Resources Branch, Department of Natural Resources

11:50 a.m.

Business Development, Delek US Holdings

Jim Boles

That's a pretty enormous question. Our plans would have been to accomplish a completing of the capital expenditure program that needed to be made in as efficient and expeditious a manner as possible and returning it to generating as soon as possible, and then free cashflow.

11:50 a.m.

Conservative

Peter Braid Conservative Kitchener—Waterloo, ON

Very good.

You explained earlier, Mr. Boles, that negotiations reached an impasse. That will often happen in the process of negotiations. It sounds like the impasse was the issue of the turnaround. That was the showstopper.

The fact that the turnaround was an issue--was that a consequence of the fact that you came into the process fairly late in the game? In other words, had you started the process earlier, would the issue of the turnaround perhaps have been avoided?

11:50 a.m.

Business Development, Delek US Holdings

Jim Boles

Let's assume that in September of 2009 Shell believed we were a very credible buyer and there was some chance the deal would close with us; then it's possible that the turnaround could have been done on that basis.

11:50 a.m.

Conservative

Peter Braid Conservative Kitchener—Waterloo, ON

Okay.

You've indicated that you're not prepared to pay a purchase price that includes the issue of the turnaround. Is it fair, then, to sum up by saying that if the price properly reflected the inevitable turnaround issue, you'd be talking turkey?

11:50 a.m.

Business Development, Delek US Holdings

Jim Boles

I think what we said was that we would not pay a purchase price for a closed refinery. I think your characterization of the purchase payment and the turnaround combines a couple of concepts that I don't think I spoke to. I said we wouldn't want to pay for a closed refinery. We wouldn't pay for a closed refinery. It doesn't mean we wouldn't explore ways to acquire, or be in a position to acquire, that refinery if someone wanted to sell it, right? But we're not going to pay $150 million for a closed refinery.

11:50 a.m.

Conservative

Peter Braid Conservative Kitchener—Waterloo, ON

Thank you, Mr. Chair.

11:50 a.m.

Conservative

The Chair Conservative Michael Chong

Thank you very much, Mr. Braid and Mr. Boles.

Now we're going to go to Monsieur Godin.

11:50 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

You were in the room earlier when Mr. Coderre asked a Shell official about a document of interest. He was told that Shell had no objection to it being distributed to the committee. Are you prepared to do that?

July 20th, 2010 / 11:50 a.m.

Business Development, Delek US Holdings

Jim Boles

Yes. I don't have any problem with the committee having any of the communications. It doesn't matter to me.

11:50 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Fine. Then you will be submitting it to the committee?

11:55 a.m.

Business Development, Delek US Holdings

Jim Boles

That document?

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Yes.

11:55 a.m.

Business Development, Delek US Holdings

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Thank you.

11:55 a.m.

Conservative

The Chair Conservative Michael Chong

Mr. Boles, if you can send it to the clerk, I'll ensure that she distributes it to all members of the committee. Thank you.

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

You were talking about turnaround. What turnaround are you looking for? What will you need?

11:55 a.m.

Business Development, Delek US Holdings

Jim Boles

Well, I'll speak as a transaction guy, basically out of ignorance more than anything else, but I've been around it a bit. This is a pretty significant turnaround. My belief, based on hearing the Shell people and hearing our own Delek people, is that you can't get the equipment before the winter. That's a problem. What you're facing is probably trying to do this turnaround in the spring. The last thing you want is material in the refinery turning to gel during the wintertime, when you can't get the kinds of people you need in there to do the work, to do the turnaround, and so forth.

I mean, what you would do is you would sit down with a bunch of engineers and business people and start talking about what we can do here. Do we mothball this facility? Do we close it? Do we go ahead and clean it out and do those things that are necessary, and start ordering the equipment, to get ready to do that turnaround in the spring? Do we do the turnaround and say, “Shell, you crank the plant back up; if it runs, we'll fund”?

There's a lot of “ifs” there. It would take some exploration of options. Again, I'm not a specialist on turnarounds, and I haven't looked at a lot of detail, nor have our engineers. But to my mind, you're likely talking about having to try to keep employees and customers in place for six months or so. I think Shell used that number of months. I think they used the number three to six months, and I wouldn't disagree with that.

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Did you know that the company is already in the process of decontaminating the Montreal East facility? Some parts of the plant are already closed.

11:55 a.m.

Business Development, Delek US Holdings

Jim Boles

Well, all the plant would be closed.

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Oh, I do understand that. I'm asking if you know whether part of it has already started to be closed and if that will affect future negotiations.

11:55 a.m.

Business Development, Delek US Holdings

Jim Boles

No, I don't know that, but that wouldn't affect... If Shell believed it was prudent, safety-wise and other things--and they're pretty conscious of those kinds of matters--then it wouldn't bother us from a deal standpoint. We'd do a deal. It wouldn't affect the deal. They'll find alternate sources of supply to keep the customers, because customers are what we want.

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

Have you already had discussions with representatives of the Quebec government?

11:55 a.m.

Business Development, Delek US Holdings

11:55 a.m.

NDP

Yvon Godin NDP Acadie—Bathurst, NB

A Shell official was talking earlier about the offer you made. You showed that the funds were coming from various sources. Is that information in the document of interest?

11:55 a.m.

Business Development, Delek US Holdings

Jim Boles

No, it will not be. That money, as we discussed with Shell, would be what we received from members of the committee as expressions from various sources with whom they discussed providing funds for the transaction, so that a combination of support from our parent company, from our own resources and these other sources, would have been available.

But remember that a large part of that is borrowing. If we could present a reasonable plan, where we would need...whatever the number is. Let's say the number we heard earlier is right, that it's $400 million to buy the inventory. Let's say that number is right. It probably won't be, but if it had been...