UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): JULY 1, 2003
VALERO ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-13175 74-1828067
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
ONE VALERO PLACE
SAN ANTONIO, TEXAS 78212
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (210) 370-2000
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This Form 8-K/A amends the Form 8-K of Valero Energy Corporation dated July 1,
2003 and filed with the Securities and Exchange Commission on July 15, 2003, as
amended by the Form 8-K/A filed with the Securities and Exchange Commission on
August 12, 2003. The Form 8-K reported under Item 2 the acquisition of assets
from Orion Refining Corporation. The Form 8-K/A filed August 12, 2003 provided
the financial statements of the business acquired as of December 31, 2002 and
2001 and for the three years ended December 31, 2002 and as of and for the
three-month periods ended March 31, 2003 and 2002, and pro forma financial
information as of March 31, 2003 and for the year ended December 31, 2002 and
the three months ended March 31, 2003. This report updates the financial
statements of the business acquired and pro forma financial information through
June 30, 2003 and amends certain information related to the pro forma combined
statement of income for the year ended December 31, 2002. Since Valero acquired
all of the refinery operating assets that were owned by Orion Refining
Corporation, and since the sole operations of Orion Refining Corporation related
to the operation of those refinery assets, the financial statements of the
acquired operations are those of Orion Refining Corporation and the pro forma
financial information is based on those financial statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of business acquired.
Orion Refining Corporation
Balance Sheets as of June 30, 2003 (unaudited) and December 31, 2002
Statements of Operations for the Three and Six Months Ended June 30, 2003 and 2002 (unaudited)
Statements of Cash Flows for the Six Months Ended June 30, 2003 and 2002 (unaudited)
Notes to Financial Statements
(b) Pro forma financial information.
Unaudited Pro Forma Combined Balance Sheet as of June 30, 2003
Unaudited Pro Forma Combined Statement of Income for the Six Months Ended June 30, 2003
Unaudited Pro Forma Combined Statement of Income for the Year Ended December 31, 2002
Notes to Unaudited Pro Forma Combined Financial Statements
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
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99.1 Financial statements of business acquired
99.2 Pro forma financial information
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K/A to be signed on its
behalf by the undersigned hereunto duly authorized.
VALERO ENERGY CORPORATION
By: /s/ Jay D. Browning
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Jay D. Browning
Vice President and
Corporate Secretary
Dated: September 18, 2003
EXHIBIT INDEX
Valero Energy Corporation
EXHIBIT NO.
99.1 FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
ORION REFINING CORPORATION
Balance Sheets as of June 30, 2003 (unaudited) and December 31, 2002
Statements of Operations for the Three and Six Months Ended June 30, 2003 and 2002 (unaudited)
Statements of Cash Flows for the Six Months Ended June 30, 2003 and 2002 (unaudited)
Notes to Financial Statements
99.2 PRO FORMA FINANCIAL INFORMATION
Unaudited Pro Forma Combined Balance Sheet as of June 30, 2003
Unaudited Pro Forma Combined Statement of Income for the Six Months Ended June 30, 2003
Unaudited Pro Forma Combined Statement of Income for the Year Ended December 31, 2002
Notes to Unaudited Pro Forma Combined Financial Statements