HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly
Energy Partners, L.P. (“HEP”) (NYSE: HEP) announced that at a
special meeting of HEP unitholders (the “HEP Special Meeting”) and
a special meeting of HF Sinclair stockholders (the “HF Sinclair
Special Meeting”), each held today, (i) HEP unitholders voted to
approve the previously announced Agreement and Plan of Merger (as
the same may be amended or supplemented from time to time, the
“Merger Agreement”), dated as of August 15, 2023, by and among HF
Sinclair, Navajo Pipeline Co., L.P., Holly Apple Holdings LLC
(“Merger Sub”), HEP Logistics Holdings, L.P., Holly Logistic
Services, L.L.C. and HEP, and the transactions contemplated
thereby, including the merger of Merger Sub with and into HEP, with
HEP surviving as an indirect wholly owned subsidiary of HF Sinclair
(the “Merger”), at the HEP Special Meeting and (ii) HF Sinclair
stockholders voted to approve the issuance of shares of common
stock, par value $0.01 per share, of HF Sinclair (the “Stock
Issuance”) pursuant to the Merger Agreement at the HF Sinclair
Special Meeting.
At the HEP Special Meeting, over 84% of the outstanding HEP
common units voted to approve the Merger Agreement and the
transactions contemplated thereby, including the Merger. At the HF
Sinclair Special Meeting, over 99% of the votes cast by the HF
Sinclair stockholders entitled to vote at the HF Sinclair Special
Meeting voted to approve the Stock Issuance. HF Sinclair and HEP
will each file a Current Report on Form 8-K disclosing the full
results of the respective meetings. The expected closing date of
the Merger is December 1, 2023.
About HF Sinclair Corporation:
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.
About Holly Energy Partners, L.P.:
Holly Energy Partners, L.P., headquartered in Dallas, Texas,
provides petroleum product and crude oil transportation,
terminalling, storage and throughput services to the petroleum
industry, including subsidiaries of HF Sinclair Corporation. HEP,
through its subsidiaries and joint ventures, owns and/or operates
petroleum product and crude pipelines, tankage and terminals in
Colorado, Idaho, Iowa, Kansas, Missouri, Nevada, New Mexico,
Oklahoma, Texas, Utah, Washington and Wyoming, as well as refinery
processing units in Kansas and Utah.
Cautionary Statement Regarding Forward-Looking
Statements
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 HF Sinclair’s and HEP’s
filings with 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
HF Sinclair’s and HEP’s plans and objectives for future operations
or the Merger. Although HF Sinclair and HEP believe that the
expectations reflected in these forward-looking statements are
reasonable, HF Sinclair and HEP cannot assure you that HF
Sinclair’s and HEP’s expectations will prove to be correct.
Therefore, actual outcomes and results could materially differ from
what is expressed, implied or forecast in such statements. Any
differences could be caused by a number of factors, including, but
not limited to, the ability of HF Sinclair or HEP to consummate the
Merger; the risk that the Merger does not occur; negative effects
from the pendency of the Merger; the time required to consummate
the Merger; the risk that cost savings, tax benefits and any other
synergies from the Merger may not be fully realized or may take
longer to realize than expected; disruption from the Merger may
make it more difficult to maintain relationships with customers,
employees or suppliers; the possibility that the market price of HF
Sinclair common stock will fluctuate prior to the completion of the
Merger causing the value of the merger consideration of the Merger
to change; the risk that certain officers and directors of HF
Sinclair and HEP have interests in the Merger that are different
from, or in addition, to the interests they may have as a HF
Sinclair stockholder or a HEP unitholder, respectively; the
possibility that financial projections by HF Sinclair may not prove
to be reflective of actual future results; the focus of management
time and attention on the Merger and other disruptions arising from
the Merger; legal proceedings that may be instituted against HF
Sinclair or HEP in connection with the Merger; HF Sinclair’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; HF Sinclair’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 HF Sinclair’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 HF Sinclair’s operations, production
facilities, machinery, pipelines and other logistics assets,
equipment, or information systems, or any of the foregoing of HF
Sinclair’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 HF Sinclair; the effectiveness of HF Sinclair’s capital
investments and marketing strategies; HF Sinclair’s and HEP’s
efficiency in carrying out and consummating construction projects,
including HF Sinclair’s ability to complete announced capital
projects on time and within capital guidance; HF Sinclair’s and
HEP’s ability to timely obtain or maintain permits, including those
necessary for operations or capital projects; the ability of HF
Sinclair 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 HF Sinclair’s refined
products and create instability in the financial markets that could
restrict HF Sinclair’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; the outcome of the
exchange offers and consent solicitations; and other business,
financial, operational and legal risks and uncertainties detailed
from time to time in HF Sinclair’s and HEP’s SEC filings. The
forward-looking statements speak only as of the date made and,
other than as required by law, HF Sinclair and HEP undertake no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231128360226/en/
HF Sinclair Corporation Holly Energy Partners,
L.P. Craig Biery, 214-954-6510 Vice President, Investor
Relations or Trey Schonter, 214-954-6510 Manager, Investor
Relations
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