Davis Polk advised Citigroup Global Markets Inc. as representative of the underwriters in connection with a $467.5 million SEC-registered secondary offering of 15,079,448 shares of common stock of CST Brands, Inc. by Valero Energy Corporation. The shares of common stock sold in the offering included shares from the full exercise of the underwriters’ option to purchase additional shares. CST’s shares of common stock trade on the New York Stock Exchange under the symbol “CST.” 

CST is one of the largest independent retailers of motor fuel and convenience merchandise items in the U.S. and eastern Canada. Its operations include (i) the sale of motor fuel at convenience stores, filling stations and cardlocks, (ii) the sale of convenience merchandise items and services at convenience stores and (iii) the sale of heating oil to residential customers and heating oil and motor fuel to small commercial customers.

The Davis Polk capital markets team included partner Richard D. Truesdell Jr., associates Connor Kuratek and Siew Kwok and law clerk David Nestor. The credit team included partner Monica Holland, associate Hilary Dengel and law clerk Colleen Blanco. The tax team included partners Michael Farber and Neil Barr, associate Nicole P. Field and law clerk Peter Benesch. Counsel Loyti Cheng and associate Kevin J. Klesh provided environmental advice. Counsel Marcie A. Goldstein provided FINRA advice. Karla A. Rivera Fortis was the legal assistant on the transaction. All members of the Davis Polk team are based in the New York office.