'Days of Future Passed'

ConocoPhillips' board approves Phillips 66 spinoff, offers stock details

HOUSTON -- ConocoPhillips has announced that its board of directors has given final approval for the spinoff of its downstream businesses. The resulting upstream company will keep the ConocoPhillips name and will be led by chairman and CEO Ryan Lance. The downstream company, led by chairman and CEO Greg Garland, will be known as Phillips 66. Both companies will be based in Houston.

On July 14, ConocoPhillips announced its intent to reposition the company's exploration and production and downstream businesses into two standalone, publicly traded corporations (see Related Content below for previous CSP Daily News coverage).

Upon repositioning, Phillips 66--with a history that goes all the way back to petroleum industry birthplace, Bartlesville, Okla., in 1917--will offer a "unique" approach to downstream integration, comprising segment-leading refining and marketing, midstream and chemicals businesses, while ConocoPhillips will be the industry's largest and most diverse global, pure-play, upstream company.

The repositioning into two leading energy companies will help grow the value of both companies for shareholders by unlocking the potential of their assets and employees, ConocoPhillips said.

The consumer-facing marketing businesses of ConocoPhillips will transfer to Phillips 66 and continue to operate under the brands Phillips 66, Conoco, 76 and JET, as well as other specialty brands.

ConocoPhillips does not own any gas stations, but about 8,300 stations operate under its brands.

Phillips 66 will build a new headquarters facility about 10 miles away from the company's current headquarters in Houston, according to a separate report by the Swamplot Blog. The company had already indicated that Phillips 66 employees would leave the company's iconic current facility, but the internal email announcement obtained by the source said that the company's headquarters will be built from scratch.

The email, sent by the future chairmen and CEOs of both companies, indicated that Phillips 66 personnel will move to "two or three" temporary locations for the two to three years it will take for the new facility to be constructed.

The two new companies will be separated through the distribution of shares of Phillips 66 to holders of ConocoPhillips common stock. This distribution is expected to occur after market close on April 30, 2012.

Following the distribution of Phillips 66 common stock, Phillips 66 will be an independent, publicly traded company, and ConocoPhillips will retain no ownership interest. Phillips 66 has received approval for the listing of its common stock on the New York Stock Exchange under the symbol PSX.

Phillips 66 and ConocoPhillips will hold investor update sessions on April 9 and April 16, respectively, to discuss their plans for delivering value and growth following their emergence as independent companies, anticipated during the second quarter of 2012.

ConocoPhillips is an integrated energy company with interests around the world. With headquarters in Houston, the company had approximately 29,800 employees, $153 billion of assets, and $245 billion of revenues as of Dec. 31, 2011.