1 Phillips Chemical Company and Chevron Chemical Company Joint Venture Transaction Summary.

1

Phillips Chemical Company and Chevron Chemical Company Joint Venture

Transaction Summary

2

Joint Venture of Phillips & Chevron Chemicals

Joint Venture to consist of:– Chevron and Phillips

chemicals segments

– Excludes Chevron Oronite Division

Joint ownership: 50/50 Investment grade credit rating $1.6 billion initial debt; each

receives $800 MM at closing Regulatory review required Target closing: mid-year 2000

$6.1 billion in assets 6,000 employees Headquartered in Houston Limited Liability Company Accounting and Tax

– Equity accounting by each party

– Flow-through taxation

JV to be Self-Managed and Governed by a JV Board– 50/50 Board representation

Transaction Summary Joint Venture Overview

3

Strategic Rationale

Creates world-class chemical business with strong,

compatible partners

Excellent business fit along product and technology

lines

Improves earnings and ROCE for Phillips and

Chevron through lower operating and capital costs

Positions JV company for profitable growth

4

Joint Venture Structure and Management

Management

Board of Directors

Equal Members

CEO(P)

SVP (C)CFO

SVP (P)Plan &

Str Trans

SVP (P)Olefins/

Polyolefins

SVP (C)Aromatics

SVP (C)Styrenics/Specialty

Phillips

Joint Venture

(LLC)

$800MM 50/50 $800MM

Structure

Chevron

Phillips Chevron

THIS IS ONLY A PARTIAL VIEW OF THE FULL DOCUMENT. THE REMAINING PAGES ARE INTENTIONALLY NOT SHOWN. THEY ARE SHOWN ONLY IN THE MEMBERS DOWNLOAD AREA.

PLUS HELP, COACHING, AND OTHER TOOLS TO GUARANTEE YOUR SUCCESS.

ADDITIONAL TEMPLATE PREVIEWS

Guides JV Structuring Tips and Must Do's JV Structure Considerations Alliance Strategy Before Structure Establishing International JVs JV Formation Steps (No Preview) Institutionalizing Strategic Alliance

Skills Joint Venture Methods

LOI Tools and Templates Broad Joint Venture Product Distribution Product Licensing Technology Development

Presentations Presenting the Joint

Venture

Setting up a Joint Venture Step-by-Step - Click Here To View