FTAI Energy Partners to acquire USD Group crude oil logistics assets for $255 million in Gulf Coast expansion

FTAI Energy Partners has agreed to buy crude oil logistics assets from USD Group for around $255 million in cash. The deal expands its Gulf Coast footprint in a meaningful way. It’s expected to close in Q4 2026, pending regulatory approval.
The assets sit at Port Arthur, Texas, and serve the Beaumont refinery hub — one of the region’s central crude oil distribution points.
Deal overview and terms
The $255 million will be funded two ways: by assuming the acquired business’s existing debt and drawing on a new acquisition facility secured by Jefferson and its subsidiaries. Jefferson has already locked in a financing commitment to cover it.
Ken Nicholson, CEO of FTAI Infrastructure, called the deal “highly accretive” and said it more than doubles Jefferson’s existing Adjusted EBITDA.
Several advisors are involved. Jefferies is working with FTAI Energy Partners, while Houlihan Lokey is advising USD Group. Barclays is handling capital finance advisory for Jefferson — specifically to structure the funding. On the legal side, Vinson & Elkins, Bennett Jones, and Skadden Arps are advising FTAI, with Gibson Dunn advising USDG. Closing still depends on regulatory sign-off, which the company expects during Q4 2026.
Why FTAI is making the acquisition
The strategic logic isn’t complicated. The acquired assets connect directly to Jefferson’s existing Gulf Coast terminal operations, and the numbers make a strong case. Ken Nicholson, CEO of FTAI Infrastructure, called the deal “highly accretive” and said it more than doubles Jefferson’s existing Adjusted EBITDA.
That growth comes with built-in revenue protection. The assets operate under a long-term, take-or-pay agreement with minimum volume commitments from an investment-grade counterparty — meaning a creditworthy customer is contractually on the hook to pay for a set volume of throughput, whether or not they actually use it. That structure takes a lot of revenue risk off the table. Nicholson also flagged the balance sheet angle, noting the transaction is expected to significantly de-leverage Jefferson, which he said “creates substantial incremental value” for the platform.
What the acquired assets include
FTAI describes the assets as an integrated, origin-to-destination crude oil logistics platform — infrastructure that handles crude from the moment it arrives by rail through to delivery at Gulf Coast refineries.
The centerpiece is the Port Arthur Terminal, built to receive roughly 50,000 barrels per day of crude coming in by rail. From there, crude moves through an owned 12-mile, 24-inch diameter pipeline connecting to Phillips 66’s Beaumont terminal. That pipeline is the key link — it lets crude reach refiners in Beaumont, Lake Charles, and other Gulf Coast markets. Owning that route gives Jefferson direct control over delivery, rather than depending on third-party infrastructure.
Expected financial impact
FTAI expects the acquired assets to generate around $50 million in annual EBITDA over the next twelve months. Add that to Jefferson’s existing earnings and you get what Nicholson means when he says the deal more than doubles Jefferson’s Adjusted EBITDA.
The company is also considering a further integration step: combining the new assets with Jefferson Bond Borrower LLC, the subsidiary that currently owns Jefferson’s main terminal business and part of the Jefferson South terminal. If that move goes ahead, FTAI could fund it through the issuance of Additional Parity Bonds under the Jefferson Bond Borrower LLC indenture. Hank Alexander, CEO of Jefferson, called the deal a “game-changer” for the platform, pointing to revenue diversification and what he described as “multiple growth opportunities ahead.”
Background: Jefferson terminals and the Gulf Coast crude market
Jefferson is a subsidiary of FTAI Infrastructure, running crude oil terminal and logistics assets along the Gulf Coast. Its core business sits in a region that carries serious weight in U.S. refining capacity.
The Beaumont-Port Arthur area is one of the country’s major refining hubs. Infrastructure that moves crude into that hub — terminals, pipelines, rail connections — carries real strategic value, which is exactly why the USD Group assets fit: they serve the same geography and customer base Jefferson already operates in.
Take-or-pay contracts with investment-grade counterparties are standard in midstream energy, and for good reason. Crude infrastructure is expensive and long-lived. Operators need revenue certainty before committing capital; customers need guaranteed capacity. The structure works for both sides — and it’s a pattern that’s driving ongoing consolidation across Gulf Coast crude logistics, where bolt-on acquisitions of integrated platforms offer a faster path to scale than building from scratch.
What this deal means for Jefferson’s platform
Here’s the short version: FTAI Energy Partners is paying $255 million for an integrated crude logistics platform that connects rail delivery to Gulf Coast refinery distribution. The assets are expected to generate $50 million in annual EBITDA under a long-term, take-or-pay contract. Beyond the EBITDA impact — which more than doubles Jefferson’s existing figure — the deal adds a new investment-grade customer and is expected to improve Jefferson’s balance sheet leverage.
Financing is in place. Regulatory approvals are expected by the end of 2026. If the timeline holds, Jefferson enters 2027 as a materially larger Gulf Coast crude logistics operator than it is today.
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