Marathon Petroleum Corporation (NYSE: MPC) today announced it has signed a definitive agreement to purchase BP’s 451,000 barrel per calendar day (475,000 barrel per stream day) Texas City refinery, three intrastate NGL pipelines originating at the refinery, an allocation of BP’s Colonial Pipeline Company shipper history, four terminals, retail marketing contract assignments for approximately 1,200 branded sites and a 1,040 megawatt cogeneration (cogen) facility. The base purchase price is $598 million, plus inventories estimated at $1.2 billion. The agreement also contains an earnout provision under which MPC could pay up to an additional $700 million over six years, subject to certain conditions. The transaction is expected to be accretive to earnings in the first year of operation. The acquisition is expected to be funded with cash on hand, and is anticipated to close early in 2013, subject to customary closing conditions and regulatory approvals. The BP Texas City refinery is one of the largest and most complex in the U.S. The facility is strategically positioned to provide products throughout the U.S. Gulf Coast, Midwest and Southeast, as well as into export markets. In addition to the Texas City facilities, the transaction includes three intrastate NGL pipelines originating at the refinery, shipper history on Colonial pipeline representing 50,000 barrels per day (bpd) and light product terminals in Jacksonville, Fla.; Charlotte and Selma, N.C.; and Nashville, Tenn. The transaction also includes assignment of branded-jobber contracts supplying approximately 1,200 BP retail locations, representing approximately 64,000 bpd of gasoline sales, in the southeastern U.S.