Delek US Holdings Announces Closing the Acquisition of the Remaining 18.4 Percent of the Outstanding Units of Alon USA Partne...
07 Februar 2018 - 2:30PM
Delek US Holdings, Inc. (NYSE:DK) (“Delek US”) today announced the
closing of the acquisition of the remaining outstanding units of
Alon USA Partners, LP (NYSE:ALDW) (“Alon Partners”) in an all-stock
transaction. Under the terms of the merger agreement, the owners of
the outstanding common units in Alon Partners that Delek US and its
affiliates do not currently own will receive a fixed exchange ratio
of 0.49 Delek US shares for each common unit of Alon Partners.
Prior to this transaction, Delek US and its affiliates owned
approximately 51.0 million common units of Alon Partners, or
approximately 81.6 percent of the outstanding units.
Following closing, Delek US will have approximately 84.1 million
shares outstanding.
Uzi Yemin, Chairman, President and Chief
Executive Officer of Delek US stated, “We are excited to complete
this strategic initiative following the acquisition of Alon USA on
July 1, 2017. It simplifies the corporate structure of Delek US and
should reduce public company costs. This step should move us toward
capturing cost of capital synergies as we utilize the balance sheet
of Delek US to refinance high cost debt at Alon Partners. Also, it
should allow us to efficiently dropdown logistics assets to Delek
Logistics Partners in the future. For Alon Partners public
unitholders, the transaction gives them ownership in a larger, more
diverse organization. I would like to thank the employees of both
companies and the members of Alon Partners’ conflicts committee for
their efforts during this process.”
About Delek US Holdings, Inc.
Delek is a diversified downstream energy company with assets in
petroleum refining, logistics, asphalt, renewable fuels and
convenience store retailing. The refining assets consist of
refineries operated in Tyler and Big Spring, Texas, El Dorado,
Arkansas and Krotz Springs, Louisiana with a combined nameplate
crude throughput capacity of 302,000 barrels per day.
The logistics operations consist of Delek
Logistics Partners, LP (NYSE:DKL). Delek and its affiliates also
own approximately 63 percent (including the 2 percent general
partner interest) of Delek Logistics Partners, LP. Delek
Logistics Partners, LP is a growth-oriented master limited
partnership focused on owning and operating midstream energy
infrastructure assets.
The asphalt operations consist of owned or
operated asphalt terminals serving markets from Tennessee to the
West Coast through a combination of non-blended asphalt purchased
from third parties and production at the Big Spring, Texas and El
Dorado, Arkansas refineries. The renewables operations consist of
plants in Texas and Arkansas that produce biodiesel fuel.
The convenience store retail business is the
largest 7-Eleven licensee in the United States and operates
approximately 300 convenience stores in central and west Texas and
New Mexico.
Safe Harbor Provisions Regarding
Forward-Looking StatementsThis press release contains
forward-looking statements that are based upon current expectations
and involve a number of risks and uncertainties. Statements
concerning current estimates, expectations and projections about
future results, performance, prospects, opportunities, plans,
actions and events and other statements, concerns, or matters that
are not historical facts are “forward-looking statements,” as that
term is defined under the federal securities laws. These
forward-looking statements include, but are not limited to,
statements regarding the ability of Delek US to simplify its
corporate structure, reduce costs, reallocate cash flow, capture
synergies including relating to costs of capital, refinance debt,
future dropdowns and the success thereof; continued safe and
reliable operations; integration and transition plans, synergies,
opportunities, anticipated future performance and financial
position, and other factors.
Investors are cautioned that the following
important factors, among others, may affect these forward-looking
statements. These factors include but are not limited to: the risk
that the combined company may be unable to achieve cost-cutting
synergies or it may take longer than expected to achieve those
synergies, uncertainty related to timing and amount of future share
repurchases and dividend payments, risks and uncertainties with
respect to the quantities and costs of crude oil we are able to
obtain and the price of the refined petroleum products we
ultimately sell; gains and losses from derivative instruments;
management’s ability to execute its strategy of growth through
acquisitions and the transactional risks associated with
acquisitions and dispositions; acquired assets may suffer a
diminishment in fair value as a result of which we may need to
record a write-down or impairment in carrying value of the asset;
changes in the scope, costs, and/or timing of capital and
maintenance projects; operating hazards inherent in transporting,
storing and processing crude oil and intermediate and finished
petroleum products; our competitive position and the effects of
competition; the projected growth of the industries in which we
operate; general economic and business conditions affecting the
southern United States; and other risks contained in Delek US’ and
Alon Partners’ filings with the SEC.
Forward-looking statements should not be read as
a guarantee of future performance or results and will not be
accurate indications of the times at or by which such performance
or results will be achieved. Forward-looking information is based
on information available at the time and/or management’s good faith
belief with respect to future events, and is subject to risks and
uncertainties that could cause actual performance or results to
differ materially from those expressed in the statements. Delek US
undertakes no obligation to update or revise any such
forward-looking statements, except as required by applicable law or
regulation.
Delek US Investor / Media Relations
Contact:Keith JohnsonDelek US Holdings, Inc.Vice President
of Investor Relations615-435-1366
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