Jefferson Affiliate Agrees to Acquire USDG’s Port Arthur Terminal and Hardisty DRU Interest for $255 Million
The proposed acquisition includes a crude-by-rail terminal in Port Arthur, Texas, and a 50% interest in a diluent recovery unit in Hardisty, Alberta; regulatory approvals are expected during the fourth quarter of 2026.
Published by Allstream Insiders
Allstream Insiders Summary
FTAI Energy Partners LLC, known as Jefferson and a subsidiary of FTAI Infrastructure Inc., said a Jefferson subsidiary has entered into a definitive agreement to acquire the Port Arthur Terminal in Port Arthur, Texas, and a 50% interest in the Diluent Recovery Unit in Hardisty, Alberta, from a subsidiary of USD Group LLC. The September 28, 2026 announcement places total consideration at approximately $255 million in cash.
The transaction remains subject to required regulatory approvals, which Jefferson expects during the fourth quarter of 2026. The parties have announced a definitive agreement, not a completed acquisition. Jefferson did not disclose a closing date, the identity of the long-term customer associated with the assets, or the detailed scope of any future capital projects.
Which crude-oil logistics assets does Jefferson plan to acquire?
The agreement covers two assets currently owned by a USD Group subsidiary:
- Port Arthur Terminal: a crude-oil terminal in Port Arthur, Texas.
- Diluent Recovery Unit interest: a 50% interest in the DRU located in Hardisty, Alberta.
Jefferson characterized the assets as an integrated origin-to-destination logistics platform for crude-oil shipments into the Beaumont refining hub. The company said the platform operates under a long-term, take-or-pay contract with a major exploration-and-production company, but it did not name that customer or disclose the agreement’s term, volumes or commercial terms.
What infrastructure does the Port Arthur Terminal include?
According to Jefferson, the Port Arthur Terminal is designed to handle approximately 50,000 barrels per day of crude oil arriving by rail. The company said the terminal is connected to P66’s Beaumont terminal through an owned 12-mile, 24-inch-diameter pipeline system.
Jefferson said crude received at the terminal can be shipped through that system for distribution to local refiners in Beaumont and Lake Charles, as well as other Gulf Coast markets. The announcement does not disclose the terminal’s storage capacity, rail-unloading configuration, operating utilization, future expansion plans or the identity of individual refining customers.
| Disclosed item | Company-reported detail |
|---|---|
| Seller | A subsidiary of USD Group LLC |
| Assets | Port Arthur Terminal and a 50% interest in the Hardisty, Alberta DRU |
| Acquisition consideration | Approximately $255 million in cash |
| Port Arthur rail-handling design capacity | Approximately 50,000 barrels per day |
| Pipeline connection | Owned 12-mile, 24-inch-diameter system connecting to P66’s Beaumont terminal |
| Expected regulatory approvals | Fourth quarter of 2026, according to Jefferson |
How does Jefferson expect to fund the acquisition?
Jefferson said the approximately $255 million cash consideration will be financed by assuming existing indebtedness of the acquired business and through an acquisition debt facility secured by Jefferson and its subsidiaries. The company said it has obtained a commitment for acquisition financing.
Jefferson also said it expects to evaluate combining the acquired assets with Jefferson Bond Borrower LLC, which it said owns Jefferson’s main terminal business and a portion of the Jefferson South terminal. The company said it would evaluate funding the acquisition through Additional Parity Bonds under that entity’s indenture. The release does not say that this potential combination or bond issuance has been completed.
What is known about timing and remaining conditions?
Jefferson expects to receive required regulatory approvals during the fourth quarter of 2026. Its release does not name the approving authorities, identify the applicable permits or state when the transaction will close. Completion therefore remains conditional on the required approvals and the other terms of the definitive agreement.
Allstream analysis: What the agreement establishes
Allstream analysis: The announcement provides clear visibility into a proposed expansion of Jefferson’s crude-logistics platform: a Texas crude-by-rail terminal with a dedicated connection into the Beaumont refining hub, paired with a 50% Canadian DRU interest. The disclosed 50,000-barrel-per-day terminal design capacity and 12-mile pipeline connection are asset-level facts; the transaction’s operational outcome remains subject to closing.
The release does not announce construction awards, capital-expansion packages, equipment procurement or changes to operations at the acquired assets. For market participants, the next meaningful disclosures would be transaction closing, regulatory approval details, any integration steps, and separately announced capital work. Until then, the acquisition should be tracked as a pending asset transaction rather than a completed ownership transfer or new project award.
