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Published on 1/27/2011 in the Prospect News Investment Grade Daily.

New Issue: Marathon Petroleum sells upsized $3 billion of notes in three parts

By Andrea Heisinger

New York, Jan. 27 - Marathon Petroleum Corp. sold $3 billion of senior notes (Baa1/BBB/) in three parts late on Thursday, a market source away from the deal said.

The size was increased from an initial $2.5 billion, another source said.

A $750 million tranche of 3.5% five-year notes sold at 99.992 to yield 3.501% with a spread of Treasuries plus 155 basis points. This was at the tight end of guidance in the 160 bps area.

The tranche has a make-whole call at 25 bps over Treasuries.

A $1 billion tranche of 5.125% 10-year notes priced at 99.947 to yield 5.131% with a spread of Treasuries plus 175 bps. The notes also sold in line with talk in the 180 bps area.

The notes have a make-whole call at 30 bps over Treasuries.

The final part was $1.25 billion of 6.5% 30-year bonds priced at 99.155 to yield 6.564% with a spread of 200 bps over Treasuries. Guidance was in the 205 bps area, with the notes coming in at the tight end of talk.

The bonds are callable at a make-whole of 35 bps over Treasuries.

Bookrunners were J.P. Morgan Securities LLC and Morgan Stanley & Co. Inc.

The notes were sold under Rule 144A and Regulation S.

Proceeds are going to repay intercompany debt to parent Marathon Oil Corp. and other subsidiaries, to pay a special distribution to Marathon and for working capital and other general corporate purposes.

The oil company is based in Houston.

Issuer:Marathon Petroleum Corp.
Issue:Senior notes
Amount:$3 billion, increased from $2.5 billion
Bookrunners:J.P. Morgan Securities LLC, Morgan Stanley & Co. Inc.
Distribution:Rule 144A and Regulation S
Trade date:Jan. 27
Settlement date:Feb. 1
Ratings:Moody's: Baa1
Standard & Poor's: BBB
Five-year notes
Amount:$750 million
Maturity:March 1, 2016
Coupon:3.5%
Price:99.992
Yield:3.501%
Spread:Treasuries plus 155 bps
Call:Make-whole at Treasuries plus 25 bps
Price talk:160 bps area
10-year notes
Amount:$1 billion
Maturity:March 1, 2021
Coupon:5.125%
Price:99.947
Yield:5.131%
Spread:Treasuries plus 175 bps
Call:Make-whole at 30 bps over Treasuries
Price talk:180 bps area
30-year bonds
Amount:$1.25 billion
Maturity:March 1, 2041
Coupon:6.5%
Price:99.155
Yield:6.564%
Spread:Treasuries plus 200 bps
Call:Make-whole at Treasuries plus 35 bps
Price talk:205 bps area

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