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Hess Corp. Pursues Retail Spinoff

NEW YORK -- Spinoffs continue to prove popular as Hess Corp. takes a step toward making its retail business a standalone company.

Hess Corp. revealed today that Hess Retail Corp., its wholly owned subsidiary, has filed a Form 10 Registration Statement with the U.S. Securities and Exchange Commission. The Hess retail network consists of more than 1,300 convenience stores and gas stations.

The Form 10 contains a preliminary information statement about the potential terms and conditions of a spinoff of Hess Retail Corp. to the stockholders of Hess Corp. It also includes information about Hess Retail Corp. as a standalone company, including financial, capital structure, business, risk factor and management and governance information.

The preliminary information statement is subject to change.

Hess Corp. also announced that it has received a Private Letter Ruling from the Internal Revenue Service that will allow Hess Corp. to distribute the business to stockholders in a tax-free spinoff.

Simultaneous with pursuing a spinoff of the retail business, Hess Corp. will also solicit offers to purchase the entire retail business from potential buyers. Following receipt of any such offers, the Hess Corp. board of directors will determine which alternative it believes best serves the long-term interests of all Hess Corp. stockholders.

In early July, Hess Corp. tapped Goldman Sachs Group Inc. to sell its retail network as it moves toward becoming a strictly exploration and production company, as CSNews Online previously reported. Insiders at the time said that despite the selection of Goldman Sachs, Hess may still decide to spin off its retail business.

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