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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 2, 2023
___________________

HF SINCLAIR CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware001-4132587-2092143
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer
Identification Number)
2828 N. Harwood, Suite 1300DallasTexas75201
(Address of principal executive offices)(Zip code)
Registrant’s telephone number, including area code: (214) 871-3555
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock $0.01 par valueDINONew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company        

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐  



Item 2.02. Results of Operations and Financial Condition.

On November 2, 2023, HF Sinclair Corporation (the “Company”) issued a press release announcing the Company’s third quarter 2023 results. The press release also announced a regular quarterly dividend of $0.45 per share. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.

    The information contained in, or incorporated into, this Item 2.02 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.


Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.


104     —    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).
* Furnished herewith pursuant to Item 2.02.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
                        HF SINCLAIR CORPORATION

By:    /s/ Atanas H. Atanasov        
Atanas H. Atanasov
Executive Vice President and
Chief Financial Officer

Date: November 2, 2023



Press Release
November 2, 2023
hf_sinclairxlogoxcmyk1a.jpg

HF Sinclair Corporation Reports 2023 Third Quarter Results and Announces Regular Cash Dividend

Reported net income attributable to HF Sinclair stockholders of $790.9 million, or $4.23 per diluted share, and adjusted net income of $760.4 million, or $4.06 per diluted share, for the third quarter

Reported EBITDA of $1,245.6 million and Adjusted EBITDA of $1,206.5 million for the third quarter

Returned $669.2 million to stockholders through dividends and share repurchases in the third quarter

Announced a regular quarterly dividend of $0.45 per share

Dallas, Texas, November 2, 2023 ‑ HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair” or the “Company”) today reported third quarter net income attributable to HF Sinclair stockholders of $790.9 million, or $4.23 per diluted share, for the quarter ended September 30, 2023, compared to $954.4 million, or $4.45 per diluted share, for the quarter ended September 30, 2022. Excluding the adjustments shown in the accompanying earnings release table, adjusted net income attributable to HF Sinclair stockholders for the third quarter of 2023 was $760.4 million, or $4.06 per diluted share, compared to $982.9 million, or $4.58 per diluted share, for the third quarter of 2022, which excludes certain items that collectively decreased net income by $28.5 million.

HF Sinclair’s CEO, Tim Go, commented, “HF Sinclair generated strong third quarter results driven by solid performance across our refining, lubricants, HEP and marketing businesses which highlights the diversification of our portfolio. During the quarter, we also returned $669 million in cash to shareholders through share repurchases and dividends demonstrating our continued commitment to our cash return strategy and long-term payout ratio. Looking forward, we remain focused on executing our strategy of safe and reliable operations as we continue to integrate and optimize our assets across our portfolio.”

Refining segment income before interest and income taxes was $915.9 million for the third quarter of 2023, compared to $1,344.1 million for the third quarter of 2022. The segment reported EBITDA of $1,035.8 million for the third quarter of 2023 compared to $1,446.7 million for the third quarter of 2022. Excluding the lower of cost or market inventory valuation benefit of $26.8 million, Adjusted EBITDA in the third quarter of 2023 was $1,009.0 million. This decrease was principally driven by lower refinery gross margins in both the West and Mid-Continent regions and lower refined product sales volumes, which resulted in lower refining segment earnings in the quarter. Consolidated refinery gross margin was $26.59 per produced barrel, a 16% decrease compared to $31.47 for the third quarter of 2022. Crude oil charge averaged 601,930 barrels per day (“BPD”) for the third quarter of 2023 compared to 645,780 BPD for the third quarter of 2022. This decrease was primarily a result of turnarounds at our Tulsa and Casper refineries in the third quarter of 2023.

Renewables segment income before interest and income taxes was $3.1 million for the third quarter of 2023, compared to a loss of $(49.3) million for the third quarter of 2022. The segment reported EBITDA of $22.0 million for the third quarter of 2023 compared to $(31.1) million for the third quarter of 2022. Excluding the lower of cost or market inventory valuation adjustment, the segment reported Adjusted EBITDA of $5.0 million for the third quarter of 2023 compared to $(14.2) million for the third quarter of 2022. Total sales volumes were 55 million gallons for the third quarter of 2023 as compared to 52 million gallons for the third quarter of 2022.

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Marketing segment income before interest and income taxes was $15.1 million for the third quarter of 2023 compared to $3.9 million for the third quarter of 2022. The segment reported EBITDA of $21.1 million for the third quarter of 2023 compared to $10.2 million for the third quarter of 2022. Total branded fuel sales volumes were 398 million gallons for the third quarter of 2023 as compared to 362 million gallons for the third quarter of 2022.

Lubricants and Specialty Products segment income before interest and income taxes was $95.7 million for the third quarter of 2023, compared to a loss of $(5.0) million in the third quarter of 2022. The segment reported EBITDA of $118.4 million for the third quarter of 2023 compared to $15.2 million in the third quarter of 2022. This increase was largely driven by a FIFO benefit from consumption of lower priced feedstock inventory for the third quarter of 2023 of $29.9 million as compared to a charge of $44.4 million for the third quarter of 2022.

Holly Energy Partners, L.P. (“HEP”) reported EBITDA of $94.4 million for the third quarter of 2023 compared to $66.0 million for the third quarter of 2022, and Adjusted EBITDA of $118.5 million for the third quarter of 2023 compared to $110.1 million for the third quarter of 2022.

For the third quarter of 2023, net cash provided by operations totaled $1,398.9 million. At September 30, 2023, the Company's cash and cash equivalents totaled $2,214.8 million, a $600.1 million increase over cash and cash equivalents of $1,614.6 million at June 30, 2023. During the third quarter of 2023, the Company announced and paid a regular dividend of $0.45 per share to stockholders totaling $83.6 million and spent $585.6 million on share repurchases. Additionally, the Company's consolidated debt was $3,169.8 million. The Company’s debt, exclusive of HEP debt, which is nonrecourse to HF Sinclair, was $1,701.3 million at September 30, 2023.

HF Sinclair also announced today that its Board of Directors declared a regular quarterly dividend in the amount of $0.45 per share, payable on December 5, 2023 to holders of record of common stock on November 16, 2023.

The Company has scheduled a webcast conference call for today, November 2, 2023, at 9:30 AM Eastern Time to discuss third quarter financial results. This webcast may be accessed at https://events.q4inc.com/attendee/172908001. An audio archive of this webcast will be available using the above noted link through November 16, 2023.

HF Sinclair Corporation, headquartered in Dallas, Texas, is an independent energy company that produces and markets high-value light products such as gasoline, diesel fuel, jet fuel, renewable diesel and other specialty products. HF Sinclair owns and operates refineries located in Kansas, Oklahoma, New Mexico, Wyoming, Washington and Utah and markets its refined products principally in the Southwest U.S., the Rocky Mountains extending into the Pacific Northwest and in other neighboring Plains states. HF Sinclair supplies high-quality fuels to more than 1,500 branded stations and licenses the use of the Sinclair brand at more than 300 additional locations throughout the country. In addition, subsidiaries of HF Sinclair produce and market base oils and other specialized lubricants in the U.S., Canada and the Netherlands, and export products to more than 80 countries. Through its subsidiaries, HF Sinclair produces renewable diesel at two of its facilities in Wyoming and also at its facility in Artesia, New Mexico. HF Sinclair also owns a 47% limited partner interest and a non-economic general partner interest in Holly Energy Partners, L.P., a master limited partnership that provides petroleum product and crude oil transportation, terminalling, storage and throughput services to the petroleum industry, including HF Sinclair subsidiaries.

The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995: The statements in this press release relating to matters that are not historical facts are “forward-looking statements” based on management’s beliefs and assumptions using currently available information and expectations as of the date hereof, are not guarantees of future performance and involve certain risks and uncertainties, including those contained in our filings with the Securities and Exchange Commission (the “SEC”). Forward-looking statements use words such as “anticipate,” “project,” “will,” “expect,” “plan,” “goal,” “forecast,” “strategy,” “intend,” “should,” “would,” “could,” “believe,” “may,” and similar expressions and statements regarding our plans and objectives for future operations. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that our expectations will prove correct. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Any differences could be
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caused by a number of factors, including, but not limited to, the risk that the transactions contemplated by the Agreement and Plan of Merger, dated August 15, 2023 (the “Merger Agreement”), which provides for the merger of a subsidiary of the Company with and into HEP, with HEP surviving as an indirect wholly-owned subsidiary of the Company (such merger, together with the other transactions contemplated by the Merger Agreement, being referred to herein as the “HEP Merger Transaction”), are not consummated during the expected timeframe; failure to obtain the required approvals for the HEP Merger Transaction, including the ability to obtain the requisite approvals from HF Sinclair stockholders or HEP unitholders; the substantial transaction-related costs that may be incurred by the Company and HEP in connection with the HEP Merger Transaction; the risk that the market value of HF Sinclair common stock will decline; potential dilution on HF Sinclair's earnings per share of HF Sinclair common stock; the possibility that financial projections by the Company and HEP may not prove to be reflective of actual future results; the focus of management time and attention on the HEP Merger Transaction and other disruptions arising from the HEP Merger Transaction, which may make it more difficult to maintain relationships with customers, employees or suppliers; legal proceedings that may be instituted against HF Sinclair or HEP in connection with the HEP Merger Transaction; limitations on the Company's ability to effectuate share repurchases due to market conditions and corporate, tax, regulatory and other considerations; the Company’s and HEP’s ability to successfully integrate the Sinclair Oil Corporation (now known as Sinclair Oil LLC) and Sinclair Transportation Company LLC businesses acquired from The Sinclair Companies (now known as REH Company) (collectively, the “Sinclair Transactions”) with their existing operations and fully realize the expected synergies of the Sinclair Transactions or on the expected timeline; the Company's ability to successfully integrate the operation of the Puget Sound refinery with its existing operations; the demand for and supply of crude oil and refined products, including uncertainty regarding the increasing societal expectations that companies address climate change; risks and uncertainties with respect to the actions of actual or potential competitive suppliers and transporters of refined petroleum products or lubricant and specialty products in the Company’s markets; the spread between market prices for refined products and market prices for crude oil; the possibility of constraints on the transportation of refined products or lubricant and specialty products; the possibility of inefficiencies, curtailments or shutdowns in refinery operations or pipelines, whether due to reductions in demand, accidents, unexpected leaks or spills, unscheduled shutdowns, infection in the workforce, weather events, global health events, civil unrest, expropriation of assets, and other economic, diplomatic, legislative, or political events or developments, terrorism, cyberattacks, or other catastrophes or disruptions affecting our operations, production facilities, machinery, pipelines and other logistics assets, equipment, or information systems, or any of the foregoing of the Company's suppliers, customers, or third-party providers, and any potential asset impairments resulting from, or the failure to have adequate insurance coverage for or receive insurance recoveries from, such actions; the effects of current and/or future governmental and environmental regulations and policies, including increases in interest rates; the availability and cost of financing to the Company; the effectiveness of the Company’s capital investments and marketing strategies; the Company’s and HEP’s efficiency in carrying out and consummating construction projects, including the Company's ability to complete announced capital projects on time and within capital guidance; the Company's and HEP’s ability to timely obtain or maintain permits, including those necessary for operations or capital projects; the ability of the Company to acquire refined or lubricant product operations or pipeline and terminal operations on acceptable terms and to integrate any existing or future acquired operations; the possibility of terrorist or cyberattacks and the consequences of any such attacks; uncertainty regarding the effects and duration of global hostilities, including the Israel-Gaza conflict, the Russia-Ukraine war, and any associated military campaigns which may disrupt crude oil supplies and markets for the Company's refined products and create instability in the financial markets that could restrict the Company's ability to raise capital; general economic conditions, including economic slowdowns caused by a local or national recession or other adverse economic condition, such as periods of increased or prolonged inflation; and other business, financial, operational and legal risks and uncertainties detailed from time to time in the Company’s and HEP’s SEC filings. The forward-looking statements speak only as of the date made and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.





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RESULTS OF OPERATIONS

Financial Data (all information in this release is unaudited)
Three Months Ended
September 30,
Change from 2022
20232022ChangePercent
(In thousands, except per share data)
Sales and other revenues$8,905,471 $10,599,002 $(1,693,531)(16)%
Operating costs and expenses:
Cost of products sold:
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)
6,935,650 8,375,253 (1,439,603)(17)
Lower of cost or market inventory valuation adjustment(43,848)16,847 (60,695)(360)
6,891,802 8,392,100 (1,500,298)(18)
Operating expenses (exclusive of depreciation and amortization)622,532 604,591 17,941 
Selling, general and administrative expenses (exclusive of depreciation and amortization)124,213 102,677 21,536 21 
Depreciation and amortization195,562 171,973 23,589 14 
Total operating costs and expenses7,834,109 9,271,341 (1,437,232)(16)
Income from operations1,071,362 1,327,661 (256,299)(19)
Other income (expense):
Earnings (loss) of equity method investments3,009 (16,334)19,343 (118)
Interest income24,577 9,821 14,756 150 
Interest expense(48,686)(44,830)(3,856)
Gain on foreign currency transactions860 1,544 (684)(44)
Gain on sale of assets and other8,954 2,130 6,824 320 
(11,286)(47,669)36,383 (76)
Income before income taxes1,060,076 1,279,992 (219,916)(17)
Income tax expense235,015 301,853 (66,838)(22)
Net income825,061 978,139 (153,078)(16)
Less net income attributable to noncontrolling interest34,139 23,734 10,405 44 
Net income attributable to HF Sinclair stockholders$790,922 $954,405 $(163,483)(17)%
Earnings per share attributable to HF Sinclair stockholders:
Basic$4.23 $4.45 $(0.22)(5)%
Diluted$4.23 $4.45 $(0.22)(5)%
Cash dividends declared per common share$0.45 $0.40 $0.05 13 %
Average number of common shares outstanding:
Basic185,456 212,388 (26,932)(13)%
Diluted185,456 212,388 (26,932)(13)%
EBITDA$1,245,608 $1,463,240 $(217,632)(15)%
Adjusted EBITDA$1,206,491 $1,500,321 $(293,830)(20)%

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Nine Months Ended
September 30,
Change from 2022
20232022ChangePercent
(In thousands, except per share data)
Sales and other revenues$24,304,259 $29,219,912 $(4,915,653)(17)%
Operating costs and expenses:
Cost of products sold:
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)
19,313,312 23,457,180 (4,143,868)(18)
Lower of cost or market inventory valuation adjustment(4,114)42,839 (46,953)(110)
19,309,198 23,500,019 (4,190,821)(18)
Operating expenses (exclusive of depreciation and amortization)1,808,715 1,688,152 120,563 
Selling, general and administrative expenses (exclusive of depreciation and amortization)347,514 323,974 23,540 
Depreciation and amortization558,905 480,618 78,287 16 
Total operating costs and expenses22,024,332 25,992,763 (3,968,431)(15)
Income from operations2,279,927 3,227,149 (947,222)(29)
Other income (expense):
Earnings (loss) of equity method investments10,436 (7,261)17,697 (244)
Interest income62,103 12,662 49,441 390 
Interest expense(141,490)(118,650)(22,840)19 
Gain on foreign currency transactions2,478 778 1,700 219 
Gain on sale of assets and other11,737 8,345 3,392 41 
(54,736)(104,126)49,390 (47)
Income before income taxes2,225,191 3,123,023 (897,832)(29)
Income tax expense480,640 706,675 (226,035)(32)
Net income1,744,551 2,416,348 (671,797)(28)
Less net income attributable to noncontrolling interest92,702 80,707 11,995 15 
Net income attributable to HF Sinclair stockholders$1,651,849 $2,335,641 $(683,792)(29)%
Earnings per share attributable to HF Sinclair stockholders:
Basic$8.57 $11.35 $(2.78)(24)%
Diluted$8.57 $11.35 $(2.78)(24)%
Cash dividends declared per common share$1.35 $0.80 $0.55 69 %
Average number of common shares outstanding:
Basic191,047 203,610 (12,563)(6)%
Diluted191,047 203,610 (12,563)(6)%
EBITDA$2,770,781 $3,628,922 $(858,141)(24)%
Adjusted EBITDA$2,779,407 $3,730,036 $(950,629)(25)%


Balance Sheet Data
September 30,December 31,
20232022
(In thousands)
Cash and cash equivalents$2,214,751 $1,665,066 
Working capital$3,925,173 $3,502,790 
Total assets$18,901,812 $18,125,483 
Total debt$3,169,781 $3,255,472 
Total equity$10,615,267 $10,017,572 


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Segment Information

Our operations are organized into five reportable segments, Refining, Renewables, Marketing, Lubricants and Specialty Products and HEP. Our operations that are not included in one of these five reportable segments are included in Corporate and Other. Intersegment transactions are eliminated in our consolidated financial statements and are included in Eliminations. Corporate and Other and Eliminations are aggregated and presented under the Corporate, Other and Eliminations column.

The Refining segment represents the operations of our El Dorado, Tulsa, Navajo, Woods Cross and Puget Sound refineries and HF Sinclair Asphalt Company LLC (“Asphalt”). Effective with the Sinclair Transactions that closed on March 14, 2022, the Refining segment includes our Parco and Casper refineries. Refining activities involve the purchase and refining of crude oil and wholesale marketing of refined products, such as gasoline, diesel fuel and jet fuel. These petroleum products are primarily marketed in the Mid-Continent, Southwest and Rocky Mountains extending into the Pacific Northwest geographic regions of the United States. Asphalt operates various asphalt terminals in Arizona, New Mexico and Oklahoma.

The Renewables segment represents the operations of our Cheyenne renewable diesel unit (“RDU”), which was mechanically complete in the fourth quarter of 2021 and operational in the first quarter of 2022, the pre-treatment unit at our Artesia, New Mexico facility, which was completed and operational in the first quarter of 2022 and the Artesia RDU, which was completed and operational in the second quarter of 2022. Also, effective with the Sinclair Transactions that closed on March 14, 2022, the Renewables segment includes the Sinclair RDU.

Effective with that Sinclair Transactions that closed on March 14, 2022, the Marketing segment represents branded fuel sales to Sinclair branded sites in the United States and licensing fees for the use of the Sinclair brand at additional locations throughout the country. The Marketing segment also includes branded fuel sales to non-Sinclair branded sites from legacy HollyFrontier agreements and revenues from other marketing activities. Our branded sites are located in several states across the United States with the highest concentration of the sites located in our West and Mid-Continent regions.

The Lubricants and Specialty Products segment represents Petro-Canada Lubricants Inc.’s production operations, located in Mississauga, Ontario, that includes lubricant products such as base oils, white oils, specialty products and finished lubricants, and the operations of our Petro-Canada Lubricants business that includes the marketing of products to both retail and wholesale outlets through a global sales network with locations in Canada, the United States and Europe. Additionally, the Lubricants and Specialty Products segment includes specialty lubricant products produced at our Tulsa refineries that are marketed throughout North America and are distributed in Central and South America and the operations of Red Giant Oil Company LLC, one of the largest suppliers of locomotive engine oil in North America. Also, the Lubricants and Specialty Products segment includes Sonneborn, a producer of specialty hydrocarbon chemicals such as white oils, petrolatums and waxes with manufacturing facilities in the United States and Europe.

The HEP segment includes all of the operations of HEP, which owns and operates logistics and refinery assets consisting of petroleum product and crude oil pipelines, terminals, tankage, loading rack facilities and refinery processing units in the Mid-Continent, Southwest and Rocky Mountains geographic regions of the United States. The HEP segment also includes 50% ownership interests in each of the Osage Pipeline (“Osage”), the Cheyenne Pipeline and Cushing Connect, and effective with the Sinclair Transactions that closed on March 14, 2022, a 25.06% ownership interest in the Saddle Butte Pipeline and a 49.995% ownership interest in the Pioneer Pipeline. Revenues from the HEP segment are earned through transactions with unaffiliated parties for pipeline transportation, rental and terminalling operations as well as revenues relating to pipeline transportation services provided for our refining operations. Due to certain basis differences, our reported amounts for the HEP segment may not agree to amounts reported in HEP’s periodic public filings.

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Refining RenewablesMarketingLubricants and Specialty ProductsHEP Corporate, Other and EliminationsConsolidated Total
(In thousands)
Three Months Ended September 30, 2023
Sales and other revenues:
Revenues from external customers$6,717,926 $213,144 $1,259,205 $686,123 $29,073 $— $8,905,471 
Intersegment revenues1,333,008 118,033 — 565 129,287 (1,580,893)— 
$8,050,934 $331,177 $1,259,205 $686,688 $158,360 $(1,580,893)$8,905,471 
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)$6,499,721 $294,682 $1,230,372 $465,602 $— $(1,554,727)$6,935,650 
Lower of cost or market inventory valuation adjustment$(26,842)$(17,006)$— $— $— $— $(43,848)
Operating expenses$495,908 $30,198 $— $64,965 $58,422 $(26,961)$622,532 
Selling, general and administrative expenses$50,345 $1,336 $7,731 $40,051 $7,947 $16,803 $124,213 
Depreciation and amortization$119,909 $18,904 $6,002 $22,719 $24,997 $3,031 $195,562 
Income (loss) from operations$911,893 $3,063 $15,100 $93,351 $66,994 $(19,039)$1,071,362 
Income (loss) before interest and income taxes$915,927 $3,087 $15,134 $95,685 $71,285 $(16,933)$1,084,185 
Net income attributable to noncontrolling interest$— $— $— $— $1,886 $32,253 $34,139 
Earnings (loss) of equity method investments$— $— $— $— $3,581 $(572)$3,009 
Capital expenditures$44,824 $2,812 $4,223 $10,070 $5,714 $13,544 $81,187 
Three Months Ended September 30, 2022
Sales and other revenues:
Revenues from external customers$8,230,606 $254,952 $1,266,681 $820,630 $26,133 $— $10,599,002 
Intersegment revenues1,405,180 100,708 — 2,809 122,869 (1,631,566)— 
$9,635,786 $355,660 $1,266,681 $823,439 $149,002 $(1,631,566)$10,599,002 
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)$7,680,153 $345,588 $1,255,119 $696,864 $— $(1,602,471)$8,375,253 
Lower of cost or market inventory valuation adjustment$— $16,847 $— $— $— $— $16,847 
Operating expenses$474,631 $23,427 $— $69,506 $60,471 $(23,444)$604,591 
Selling, general and administrative expenses$34,353 $873 $1,351 $41,833 $3,750 $20,517 $102,677 
Depreciation and amortization$102,599 $18,228 $6,355 $20,227 $25,846 $(1,282)$171,973 
Income (loss) from operations$1,344,050 $(49,303)$3,856 $(4,991)$58,935 $(24,886)$1,327,661 
Income (loss) before interest and income taxes$1,344,103 $(49,285)$3,856 $(4,978)$43,096 $(21,791)$1,315,001 
Net income attributable to noncontrolling interest$— $— $— $— $1,962 $21,772 $23,734 
Loss of equity method investments$— $— $— $— $(16,334)$— $(16,334)
Capital expenditures$37,653 $24,499 $1,487 $10,158 $7,948 $17,958 $99,703 


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RefiningRenewablesMarketingLubricants and Specialty ProductsHEPCorporate, Other
and Eliminations
Consolidated
Total
(In thousands)
Nine Months Ended September 30, 2023
Sales and other revenues:
Revenues from external customers$18,284,853 $590,620 $3,237,523 $2,105,941 $85,322 $— $24,304,259 
Intersegment revenues3,524,078 311,758 — 10,890 356,087 (4,202,813)— 
$21,808,931 $902,378 $3,237,523 $2,116,831 $441,409 $(4,202,813)$24,304,259 
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)$17,947,530 $816,226 $3,162,727 $1,513,329 $— $(4,126,500)$19,313,312 
Lower of cost or market inventory valuation adjustment$— $(4,114)$— $— $— $— $(4,114)
Operating expenses$1,440,670 $85,942 $— $192,592 $163,706 $(74,195)$1,808,715 
Selling, general and administrative expenses$142,461 $3,587 $22,821 $124,229 $18,094 $36,322 $347,514 
Depreciation and amortization$335,909 $57,846 $17,889 $63,173 $76,002 $8,086 $558,905 
Income (loss) from operations$1,942,361 $(57,109)$34,086 $223,508 $183,607 $(46,526)$2,279,927 
Income (loss) before interest and income taxes$1,946,700 $(57,040)$34,218 $225,427 $195,599 $(40,326)$2,304,578 
Net income attributable to noncontrolling interest$— $— $— $— $5,177 $87,525 $92,702 
Earnings (loss) of equity method investments$— $— $— $— $11,008 $(572)$10,436 
Capital expenditures$157,785 $11,193 $15,678 $24,453 $21,978 $30,350 $261,437 

Nine Months Ended September 30, 2022
Sales and other revenues:
Revenues from external customers$23,442,162 $399,204 $2,880,024 $2,419,212 $79,310 $— $29,219,912 
Intersegment revenues2,988,372 198,401 — 9,177 325,660 (3,521,610)— 
$26,430,534 $597,605 $2,880,024 $2,428,389 $404,970 $(3,521,610)$29,219,912 
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)$21,709,048 $582,521 $2,837,583 $1,777,869 $— $(3,449,841)$23,457,180 
Lower of cost or market inventory valuation adjustment$— $42,839 $— $— $— $— $42,839 
Operating expenses $1,298,907 $79,796 $— $209,977 $156,994 $(57,522)$1,688,152 
Selling, general and administrative expenses$107,358 $2,746 $2,540 $127,137 $12,745 $71,448 $323,974 
Depreciation and amortization$300,060 $34,399 $11,274 $61,426 $73,803 $(344)$480,618 
Income (loss) from operations$3,015,161 $(144,696)$28,627 $251,980 $161,428 $(85,351)$3,227,149 
Income (loss) before interest and income taxes$3,015,274 $(144,589)$28,627 $254,839 $154,808 $(79,948)$3,229,011 
Net income attributable to noncontrolling interest$— $— $— $— $7,154 $73,553 $80,707 
Loss of equity method investments$— $— $— $— $(7,261)$— $(7,261)
Capital expenditures$104,284 $210,793 $6,796 $24,553 $31,194 $39,823 $417,443 
8


Refining Segment Operating Data

The following tables set forth information, including non-GAAP (generally accepted accounting principles) performance measures about our refinery operations. Refinery gross and net operating margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments and depreciation and amortization. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.

The disaggregation of our refining geographic operating data is presented in two regions, Mid-Continent and West, to best reflect the economic drivers of our refining operations. The Mid-Continent region is comprised of the El Dorado and Tulsa refineries. The West region is comprised of the Puget Sound, Navajo, Woods Cross, Parco and Casper refineries. The refinery operations of the Parco and Casper refineries are included for the period March 14, 2022 (date of acquisition) through September 30, 2023.

Three Months Ended
September 30,
Nine Months Ended
September 30,
202320222023
2022 (8)
Mid-Continent Region
Crude charge (BPD) (1)
250,280 278,410 230,130 282,130 
Refinery throughput (BPD) (2)
269,270 293,890 249,170 297,240 
Sales of produced refined products (BPD) (3)
257,270 280,390 234,470 279,940 
Refinery utilization (4)
96.3 %107.1 %88.5 %108.5 %
Average per produced barrel (5)
Refinery gross margin$21.81 $25.72 $20.61 $22.62 
Refinery operating expenses (6)
6.80 6.12 7.44 6.12 
Net operating margin$15.01 $19.60 $13.17 $16.50 
Refinery operating expenses per throughput barrel (7)
$6.50 $5.84 $7.00 $5.76 
Feedstocks:
Sweet crude oil53 %59 %59 %58 %
Sour crude oil22 %26 %18 %21 %
Heavy sour crude oil18 %10 %15 %16 %
Other feedstocks and blends%%%%
Total100 %100 %100 %100 %
Sales of produced refined products:
Gasolines52 %50 %51 %50 %
Diesel fuels30 %34 %30 %34 %
Jet fuels%%%%
Fuel oil%%%%
Asphalt%%%%
Base oils%%%%
LPG and other%%%%
Total100 %100 %100 %100 %

9


Three Months Ended
September 30,
Nine Months Ended
September 30,
202320222023
2022 (8)
West Region
Crude charge (BPD) (1)
351,650 367,370 321,700 317,700 
Refinery throughput (BPD) (2)
375,830 391,230 351,880 340,920 
Sales of produced refined products (BPD) (3)
376,910 394,980 348,740 338,330 
Refinery utilization (4)
84.1 %87.9 %77.0 %81.2 %
Average per produced barrel (5)
Refinery gross margin$29.85 $35.56 $26.70 $32.40 
Refinery operating expenses (6)
9.66 8.72 10.13 9.00 
Net operating margin$20.19 $26.84 $16.57 $23.40 
Refinery operating expenses per throughput barrel (7)
$9.69 $8.80 $10.04 $8.93 
Feedstocks:
Sweet crude oil30 %25 %31 %27 %
Sour crude oil45 %50 %43 %50 %
Heavy sour crude oil13 %14 %12 %11 %
Black wax crude oil%%%%
Other feedstocks and blends%%%%
Total100 %100 %100 %100 %
Sales of produced refined products:
Gasolines51 %53 %53 %52 %
Diesel fuels32 %34 %31 %32 %
Jet fuels%%%%
Fuel oil%%%%
Asphalt%%%%
LPG and other%%%%
Total100 %100 %100 %100 %
Consolidated
Crude charge (BPD) (1)
601,930 645,780 551,830 599,830 
Refinery throughput (BPD) (2)
645,100 685,120 601,050 638,160 
Sales of produced refined products (BPD) (3)
634,180 675,370 583,210 618,270 
Refinery utilization (4)
88.8 %95.2 %81.4 %92.2 %
Average per produced barrel (5)
Refinery gross margin$26.59 $31.47 $24.25 $27.97 
Refinery operating expenses (6)
8.50 7.64 9.05 7.70 
Net operating margin$18.09 $23.83 $15.20 $20.27 
Refinery operating expenses per throughput barrel (7)
$8.36 $7.53 $8.78 $8.51 
Feedstocks:
Sweet crude oil40 %39 %43 %42 %
Sour crude oil35 %39 %33 %36 %
Heavy sour crude oil15 %13 %13 %13 %
Black wax crude oil%%%%
Other feedstocks and blends%%%%
Total100 %100 %100 %100 %
10


Three Months Ended
September 30,
Nine Months Ended
September 30,
202320222023
2022 (8)
Consolidated
Sales of produced refined products:
Gasolines52 %52 %53 %51 %
Diesel fuels31 %34 %30 %33 %
Jet fuels%%%%
Fuel oil%%%%
Asphalt%%%%
Base oils%%%%
LPG and other%%%%
Total100 %100 %100 %100 %

(1)Crude charge represents the barrels per day of crude oil processed at our refineries.
(2)Refinery throughput represents the barrels per day of crude and other refinery feedstocks input to the crude units and other conversion units at our refineries.
(3)Represents barrels sold of refined products produced at our refineries (including Asphalt and intersegment sales) and does not include volumes of refined products purchased for resale or volumes of excess crude oil sold.
(4)Represents crude charge divided by total crude capacity (BPSD). Our consolidated crude capacity is 678,000 BPSD.
(5)Represents average amount per produced barrel sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.
(6)Represents total Refining segment operating expenses, exclusive of depreciation and amortization, divided by sales volumes of refined products produced at our refineries.
(7)Represents total Refining segment operating expenses, exclusive of depreciation and amortization, divided by refinery throughput.
(8)We acquired the Parco and Casper refineries on March 14, 2022. Refining operating data for the nine months ended September 30, 2022 includes crude oil and feedstocks processed and refined products sold at our Parco and Casper refineries for the period March 14, 2022 through September 30, 2022 only, averaged over the 273 days in the nine months ended September 30, 2022.


Renewables Segment Operating Data

The following table sets forth information about our renewables operations and includes our Sinclair RDU for the period March 14, 2022 (date of acquisition) through September 30, 2023. The renewables gross and net operating margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments and depreciation and amortization. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Renewables
Sales volumes (in thousand gallons)54,909 51,840 152,896 82,471 
Average per produced gallon (1)
Renewables gross margin$0.66 $0.19 $0.56 $0.18 
Renewables operating expense (2)
0.55 0.45 0.56 0.97 
Net operating margin$0.11 $(0.26)$— $(0.79)

(1)Represents average amount per produced gallons sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.
(2)Represents total Renewables segment operating expenses, exclusive of depreciation and amortization, divided by sales volumes of renewable diesel produced at our renewable diesel units.

11


Marketing Segment Operating Data

The following table sets forth information about our marketing operations and includes our Sinclair branded fuel business for the period March 14, 2022 (date of acquisition) through September 30, 2023. The marketing gross margin does not include the non-cash effects of depreciation and amortization. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.

Three Months Ended September 30,Nine Months Ended September 30,
2023 (1)
2022
2023 (1)
2022
Marketing
Number of branded sites at period end1,535 1,358 1,535 1,358 
Sales volumes (in thousand gallons)398,399362,4991,091,216782,518
Margin per gallon of sales (2)
$0.07 $0.03 $0.07 $0.05 

(1)Includes non-Sinclair branded sites from legacy HollyFrontier agreements.
(2)Represents average amount per gallon sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.

Lubricants and Specialty Products Segment Operating Data

The following table sets forth information about our lubricants and specialty products operations.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Lubricants and Specialty Products
Sales of produced products (BPD)30,400 32,610 30,440 33,870 
Sales of produced products:
Finished products49 %49 %51 %51 %
Base oils27 %26 %27 %28 %
Other24 %25 %22 %21 %
Total100 %100 %100 %100 %

Effective the first quarter of 2023, management views the Lubricants and Specialty Products segment as an integrated business of processing feedstocks into base oils and processing base oils into finished lubricant products along with the packaging, distribution and sales to customers.
12


Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles

Reconciliations of earnings before interest, taxes, depreciation and amortization (“EBITDA”) and EBITDA excluding special items (“Adjusted EBITDA”) to amounts reported under generally accepted accounting principles (“GAAP”) in financial statements.

Earnings before interest, taxes, depreciation and amortization, referred to as EBITDA, is calculated as net income attributable to HF Sinclair stockholders plus (i) interest expense, net of interest income, (ii) income tax provision and (iii) depreciation and amortization. Adjusted EBITDA is calculated as EBITDA plus or minus (i) lower of cost or market inventory valuation adjustments, (ii) decommissioning costs, (iii) HF Sinclair's pro-rata share of HEP's share of Osage environmental remediation costs and (iv) acquisition integration and regulatory costs.

EBITDA and Adjusted EBITDA are not calculations provided for under accounting principles generally accepted in the United States; however, the amounts included in these calculations are derived from amounts included in our consolidated financial statements. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income or operating income as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA and Adjusted EBITDA are not necessarily comparable to similarly titled measures of other companies. These are presented here because they are widely used financial indicators used by investors and analysts to measure performance. EBITDA and Adjusted EBITDA are also used by our management for internal analysis and as a basis for financial covenants.

Set forth below is our calculation of EBITDA and Adjusted EBITDA.
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(In thousands)
Net income attributable to HF Sinclair stockholders$790,922 $954,405 $1,651,849 $2,335,641 
Add interest expense48,686 44,830 141,490 118,650 
Subtract interest income(24,577)(9,821)(62,103)(12,662)
Add income tax expense235,015 301,853 480,640 706,675 
Add depreciation and amortization195,562 171,973 558,905 480,618 
EBITDA$1,245,608 $1,463,240 2,770,781 3,628,922 
Add (subtract) lower of cost or market inventory valuation adjustment(43,848)16,847 (4,114)42,839 
Add decommissioning costs— — — 1,469 
Add HF Sinclair's pro-rata share of HEP's share of Osage environmental remediation costs33 9,572 608 9,572 
Add acquisition integration and regulatory costs4,698 10,662 12,132 47,234 
Adjusted EBITDA$1,206,491 $1,500,321 $2,779,407 $3,730,036 


EBITDA attributable to our Refining segment is presented below:

Three Months Ended
September 30,
Nine Months Ended
September 30,
Refining Segment2023202220232022
(In thousands)
Income before interest and income taxes (1)
$915,927 $1,344,103 $1,946,700 $3,015,274 
Add depreciation and amortization119,909 102,599 335,909 300,060 
EBITDA1,035,836 1,446,702 2,282,609 3,315,334 
Add lower of cost or market inventory valuation adjustment(26,842)— — — 
Adjusted EBITDA$1,008,994 $1,446,702 $2,282,609 $3,315,334 

(1)Income before interest and income taxes of our Refining segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.


13


EBITDA and Adjusted EBITDA attributable to our Renewables segment is set forth below:
Three Months Ended
September 30,
Nine Months Ended
September 30,
Renewables Segment2023202220232022
(In thousands)
Income (loss) before interest and income taxes (1)
$3,087 $(49,285)$(57,040)$(144,589)
Add depreciation and amortization18,904 18,228 57,846 34,399 
EBITDA21,991 (31,057)806 (110,190)
Add (subtract) lower of cost or market inventory valuation adjustment(17,006)16,847 (4,114)42,839 
Adjusted EBITDA$4,985 $(14,210)$(3,308)$(67,351)

(1)Income (loss) before interest and income taxes of our Renewables segment represents income (loss) plus (i) interest expense, net of interest income and (ii) income tax provision.

EBITDA attributable to our Marketing segment is set forth below:

Three Months Ended
September 30,
Nine Months Ended
September 30,
Marketing Segment2023202220232022
(In thousands)
Income before interest and income taxes (1)
$15,134 $3,856 34,218 28,627 
Add depreciation and amortization6,002 6,355 17,889 11,274 
EBITDA$21,136 $10,211 $52,107 $39,901 

(1)Income before interest and income taxes of our Marketing segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.

EBITDA attributable to our Lubricants and Specialty Products segment is set forth below.

Three Months Ended
September 30,
Nine Months Ended
September 30,
Lubricants and Specialty Products Segment2023202220232022
(In thousands)
Income before interest and income taxes (1)
$95,685 $(4,978)225,427 254,839 
Add depreciation and amortization22,719 20,227 63,173 61,426 
EBITDA$118,404 $15,249 $288,600 $316,265 
(1)Income before interest and income taxes of our Lubricants and Specialty Products segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.

Reconciliations of refinery operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Refinery gross margin and net operating margin are non-GAAP performance measures that are used by our management and others to compare our refining performance to that of other companies in our industry. We believe these margin measures are helpful to investors in evaluating our refining performance on a relative and absolute basis. Refinery gross margin per produced barrel sold is total Refining segment revenues less total Refining segment cost of products sold, exclusive of lower of cost or market inventory valuation adjustments, divided by sales volumes of produced refined products sold. Net operating margin per barrel sold is the difference between refinery gross margin and refinery operating expenses per produced barrel sold. These two margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments or depreciation and amortization. Each of these component performance measures can be reconciled directly to our consolidated statements of income. Other companies in our industry may not calculate these performance measures in the same manner.

14


Reconciliation of average refining net operating margin per produced barrel sold to refinery gross margin to refining sales
and other revenues

 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
 (Dollars in thousands, except per barrel amounts)
Consolidated
Refining segment sales and other revenues$8,050,934 $9,635,786 $21,808,931 $26,430,534 
Refining segment cost of products sold (exclusive of lower of cost or market inventory adjustment)6,499,721 7,680,153 17,947,530 21,709,048 
Lower of cost or market inventory adjustment(26,842)— — — 
1,578,055 1,955,633 3,861,401 4,721,486 
Add lower of cost or market inventory adjustment(26,842)— — — 
Refinery gross margin$1,551,213 $1,955,633 $3,861,401 $4,721,486 
Refining segment operating expenses$495,908 $474,631 $1,440,670 $1,298,907 
Produced barrels sold (BPD)634,180 675,370 583,210 618,270 
Refinery gross margin per produced barrel sold$26.59 $31.47 $24.25 $27.97 
Less average refinery operating expenses per produced barrel sold8.50 7.64 9.05 7.70 
Net operating margin per produced barrel sold$18.09 $23.83 $15.20 $20.27 


Reconciliation of renewables operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Renewables gross margin and net operating margin are non-GAAP performance measures that are used by our management and others to compare our renewables performance to that of other companies in our industry. We believe these margin measures are helpful to investors in evaluating our renewables performance on a relative and absolute basis. Renewables gross margin per produced gallon sold is total Renewables segment revenues less total Renewables segment cost of products sold, exclusive of lower of cost or market inventory valuation adjustments, divided by sales volumes of produced renewables products sold. Net operating margin per produced gallon sold is the difference between renewables gross margin and renewables operating expenses per produced gallon sold. These two margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments and depreciation and amortization. Each of these component performance measures can be reconciled directly to our consolidated statements of income. Other companies in our industry may not calculate these performance measures in the same manner.

15


Reconciliation of renewables gross margin and operating expenses to gross margin per produced gallon sold and net operating margin per produced gallon sold

Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(In thousands, except for per gallon amounts)
Renewables segment sales and other revenues$331,177 $355,660 $902,378 $597,605 
Renewables segment cost of products sold (exclusive of lower of cost or market inventory adjustment)294,682 345,588 816,226 582,521 
Lower of cost or market inventory adjustment(17,006)16,847 (4,114)42,839 
53,501 (6,775)90,266 (27,755)
Add (subtract) lower of cost or market inventory adjustment(17,006)16,847 (4,114)42,839 
Renewables gross margin$36,495 $10,072 $86,152 $15,084 
Renewables segment operating expense$30,198 $23,427 $85,942 $79,796 
Produced gallons sold (in thousand gallons)54,909 51,840 152,896 82,471 
Renewables gross margin per produced gallon sold$0.66 $0.19 $0.56 $0.18 
Less average renewables operating expense per produced gallon sold0.55 0.45 0.56 0.97 
Net operating margin per produced gallon sold$0.11 $(0.26)$— $(0.79)

Reconciliation of marketing operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Marketing gross margin is a non-GAAP performance measure that is used by our management and others to compare our marketing performance to that of other companies in our industry. We believe this margin measure is helpful to investors in evaluating our marketing performance on a relative and absolute basis. Marketing gross margin per gallon sold is total Marketing segment revenues less total Marketing segment cost of products sold divided by sales volumes of marketing products sold. This margin does not include the non-cash effects of depreciation and amortization. This component performance measure can be reconciled directly to our consolidated statements of income. Other companies in our industry may not calculate these performance measures in the same manner.

Reconciliation of marketing gross margin to gross margin per gallon sold

Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(In thousands, except for per gallon amounts)
Marketing segment sales and other revenues$1,259,205 $1,266,681 $3,237,523 $2,880,024 
Marketing segment cost of products sold1,230,372 1,255,119 3,162,727 2,837,583 
Marketing gross margin$28,833 $11,562 $74,796 $42,441 
Sales volumes (in thousand gallons)398,399 362,499 1,091,216 782,518 
Marketing segment gross margin per gallon sold$0.07 $0.03 $0.07 $0.05 
16


Reconciliation of net income attributable to HF Sinclair stockholders to adjusted net income attributable to HF Sinclair stockholders

Adjusted net income attributable to HF Sinclair stockholders is a non-GAAP financial measure that excludes non-cash lower of cost or market inventory valuation adjustments, decommissioning costs, HEP's share of Osage environmental remediation costs and acquisition integration and regulatory costs. We believe this measure is helpful to investors and others in evaluating our financial performance and to compare our results to that of other companies in our industry. Similarly titled performance measures of other companies may not be calculated in the same manner.

Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(In thousands, except per share amounts)
Consolidated
GAAP:
Income before income taxes$1,060,076 $1,279,992 $2,225,191 $3,123,023 
Income tax expense235,015 301,853 480,640 706,675 
Net income 825,061 978,139 1,744,551 2,416,348 
Less net income attributable to noncontrolling interest34,139 23,734 92,702 80,707 
Net income attributable to HF Sinclair stockholders790,922 954,405 1,651,849 2,335,641 
Non-GAAP adjustments to arrive at adjusted results:
Lower of cost or market inventory valuation adjustment(43,848)16,847 (4,114)42,839 
Decommissioning costs— — — 1,469 
HEP's share of Osage environmental remediation costs69 20,297 1,289 20,297 
Acquisition integration and regulatory costs6,626 10,662 14,060 48,144 
Total adjustments to income before income taxes(37,153)47,806 11,235 112,749 
Adjustment to income tax expense (1)
(8,633)8,547 2,160 19,653 
Adjustment to net income attributable to noncontrolling interest1,964 10,725 2,609 11,635 
Total adjustments, net of tax(30,484)28,534 6,466 81,461 
Adjusted results - Non-GAAP:
Adjusted income before income taxes1,022,923 1,327,798 2,236,426 3,235,772 
Adjusted income tax expense (2)
226,382 310,400 482,800 726,328 
Adjusted net income796,541 1,017,398 1,753,626 2,509,444 
Less net income attributable to noncontrolling interest36,103 34,459 95,311 92,342 
Adjusted net income attributable to HF Sinclair stockholders$760,438 $982,939 $1,658,315 $2,417,102 
Adjusted earnings per share - diluted (3)
$4.06 $4.58 $8.60 $11.75 
17


(1)Represents adjustment to GAAP income tax expense to arrive at adjusted income tax expense, which is computed as follows:

Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(In thousands)
Non-GAAP income tax expense (2)
$226,382 $310,400 $482,800 $726,328 
Add GAAP income tax expense235,015 301,853 480,640 706,675 
Non-GAAP adjustment to income tax expense$(8,633)$8,547 $2,160 $19,653 

(2)Non-GAAP income tax expense is computed by (a) adjusting HF Sinclair’s consolidated estimated Annual Effective Tax Rate (“AETR”) for GAAP purposes for the effects of the above Non-GAAP adjustments, (b) applying the resulting Adjusted Non-GAAP AETR to Non-GAAP adjusted income before income taxes and (c) adjusting for discrete tax items applicable to the period.

(3)Adjusted earnings per share - diluted is calculated as adjusted net income attributable to HF Sinclair stockholders divided by the average number of shares of common stock outstanding assuming dilution, which is based on weighted-average diluted shares outstanding as that used in the GAAP diluted earnings per share calculation. Income allocated to participating securities, if applicable, in the adjusted earnings per share calculation is calculated the same way as that used in GAAP diluted earnings per share calculation.

Reconciliation of effective tax rate to adjusted effective tax rate
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
(Dollars in thousands)
GAAP:
Income before income taxes$1,060,076 $1,279,992 $2,225,191 $3,123,023 
Income tax expense$235,015 $301,853 $480,640 $706,675 
Effective tax rate for GAAP financial statements22.2 %23.6 %21.6 %22.6 %
Adjusted - Non-GAAP:
Effect of Non-GAAP adjustments(0.1)%(0.2)%— %(0.2)%
Effective tax rate for adjusted results22.1 %23.4 %21.6 %22.4 %



FOR FURTHER INFORMATION, Contact:

Atanas H. Atanasov, Executive Vice President and
    Chief Financial Officer
Craig Biery, Vice President,
Investor Relations
HF Sinclair Corporation
214-954-6510


18
v3.23.3
Document and Entity Information Document
Nov. 02, 2023
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Nov. 02, 2023
Entity Central Index Key 0001915657
Amendment Flag false
Entity Registrant Name HF SINCLAIR CORPORATION
Entity Incorporation, State or Country Code DE
Entity File Number 001-41325
Entity Tax Identification Number 87-2092143
Entity Address, Address Line One 2828 N. Harwood, Suite 1300
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75201
City Area Code 214
Local Phone Number 871-3555
Title of 12(b) Security Common Stock $0.01 par value
Trading Symbol DINO
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false

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