Tender Offer - HF Sinclair Corp
Form Type: 10-K
Filing Date: 2025-02-20
Corporate Action: Tender-offer
Type: Update
Accession Number: 000191565725000019
Filing Summary: HF Sinclair Corp has reported a series of tender offers due in 2026 and 2027. Notably, there are specific tender offers identified as 'HFSinclairTenderOfferDue2026' and 'HFSinclairTenderOfferDue2027'. The details surrounding these offers include the implications for existing senior notes and the financial commitments associated with them. Additionally, there are references to related senior note offerings and credit facilities affecting the overall capital structure. This document outlines HF Sinclair's financial performance including expenses and liabilities for the fiscal year ending.
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Additional details:
Senior Notes Due 2026: HFSinclair5875SeniorNotesDue2026
Senior Notes Due 2027: HFSinclair6.375SeniorNotesDue2027
Tender Offer Details: HFSinclairTenderOfferDue2026, HFSinclairTenderOfferDue2027
Credit Facilities: HFSinclairCreditFacility, HEPCreditFacility
Maximum Offer Processing Date: 2025-01-28
Form Type: 8-K
Filing Date: 2025-01-24
Corporate Action: Tender-offer
Type: New
Accession Number: 000119312525012309
Filing Summary: On January 23, 2025, HF Sinclair Corporation announced the early results of its cash tender offer which involves an aggregate purchase price of up to $1,050,000,000. The tender offer includes the purchase of up to $150,000,000 of the Corporation’s 6.375% Senior Notes due 2027, the Corporation’s 5.875% Senior Notes due 2026, and HollyFrontier Corporation’s 5.875% Senior Notes due 2026. On January 24, 2025, the Corporation provided further details regarding the pricing terms of the tender offer, reflecting its commitment to managing its debt obligations effectively. The press releases issued on January 23 and 24, 2025, include detailed information concerning these transactions and are included as exhibits in the filing.
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Additional details:
Tender Offer Amount: $1,050,000,000
Tender Offer Notes Due 2027: $150,000,000 of 6.375% Senior Notes
Tender Offer Notes Due 2026 Corp: 5.875% Senior Notes
Tender Offer Notes Due 2026 Hollyfrontier: 5.875% Senior Notes
Form Type: 8-K
Filing Date: 2025-01-23
Corporate Action: Tender-offer
Type: New
Accession Number: 000119312525011468
Filing Summary: On January 23, 2025, HF Sinclair Corporation completed a public offering of $1.4 billion aggregate principal amount of senior notes, consisting of $650 million of 5.750% Senior Notes due 2031 and $750 million of 6.250% Senior Notes due 2035. The offering was registered under the Securities Act and utilized a previously filed automatic shelf registration statement. The Corporation plans to use the net proceeds primarily to fund a cash tender offer of up to $1.05 billion for specific outstanding senior notes, repay credit agreement borrowings, and cover general corporate purposes. Additionally, an underwriting agreement was established with several financial institutions related to this offering, which includes indemnification for certain liabilities. Various exhibits relevant to the terms of the offering and indentures were included in the filing.
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Additional details:
Underwriting Agreement Date: 2025-01-08
Aggregate Principal Amount: 1400000000
Notes Due 2031 Amount: 650000000
Notes Due 2035 Amount: 750000000
Tender Offer Amount: 1050000000
Senior Notes Due 2027 Amount: 150000000
Senior Notes Due 2026 Amount: not_specified
Hollyfrontier Senior Notes Due 2026 Amount: not_specified
Form Type: 424B5
Filing Date: 2025-01-10
Corporate Action: Tender-offer
Type: New
Accession Number: 000119312525004489
Filing Summary: HF Sinclair Corporation announced the offering of $1,400,000,000 aggregate principal amount of notes, which includes $650,000,000 of 5.750% Senior Notes due 2031 and $750,000,000 of 6.250% Senior Notes due 2035. The company also commenced a Tender Offer to purchase up to $1,050 million of its 5.875% Senior Notes due 2026 and up to $150 million of its 6.375% Senior Notes due 2027. The Tender Offer consideration will be based on the yield of specified U.S. Treasury securities as quoted on January 24, 2025, and will expire on February 7, 2025. The net proceeds from the offering are intended to fund this Tender Offer alongside other general corporate purposes. The notes will be non-guaranteed senior unsecured obligations, ranking equally with existing senior indebtedness. Interest is payable semi-annually, beginning July 15, 2025, with no sinking fund for the notes. The company has disclosed various risk factors regarding the offering, including potential market fluctuations and operational challenges.
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Additional details:
Issuer: HF Sinclair Corporation
Senior Notes Due 2031: $650,000,000 5.750%
Senior Notes Due 2035: $750,000,000 6.250%
Tender Offer Price: up to $1,050 million
Expiry Of Tender Offer: February 7, 2025
Use Of Proceeds: to fund the Tender Offer and for general corporate purposes
Interest Payment Dates: January 15 and July 15
Maturity Of 2031 Notes: January 15, 2031
Maturity Of 2035 Notes: January 15, 2035
Form Type: 8-K
Filing Date: 2025-01-10
Corporate Action: Tender-offer
Type: Update
Accession Number: 000119312525003625
Filing Summary: On January 8, 2025, HF Sinclair Corporation announced the pricing of $650,000,000 aggregate principal amount of its 5.750% Senior Notes due 2031 and $750,000,000 aggregate principal amount of its 6.250% Senior Notes due 2035. Additionally, the company is increasing the Maximum Aggregate Purchase Price of its previously announced cash tender offer from $900,000,000 to up to $1,050,000,000, excluding accrued interest. Press releases regarding these announcements were included as Exhibit 99.1 and Exhibit 99.2 in the filing.
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Additional details:
Maximum Aggregate Purchase Price: $1,050,000,000
Previously Announced Maximum Aggregate Purchase Price: $900,000,000
Senior Notes Due 2031: $650,000,000 5.750%
Senior Notes Due 2035: $750,000,000 6.250%
Form Type: 424B5
Filing Date: 2025-01-08
Corporate Action: Tender-offer
Type: New
Accession Number: 000119312525003260
Filing Summary: HF Sinclair Corporation has initiated a Tender Offer to purchase up to $900 million of its 5.875% Senior Notes due 2026 and up to $150 million of its 6.375% Senior Notes due 2027. The Tender Offer coincides with a public offering of senior notes due 2031 and 2035. The offer will determine the purchase price based on the yield of U.S. Treasury securities as quoted on January 24, 2025, and will expire on February 7, 2025. This offering is not contingent on the completion of the Tender Offer. Proceeds from the offering will be used to fund the Tender Offer and for other corporate purposes. The company provides various petroleum products and owns refineries across several states. There is mention of risks involved in the investment, outlining potential market conditions that could impact the company’s ability to repay its obligations.
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Additional details:
Tender Offer Amount: 900 million
Tender Offer Notes Due 2026: 5.875% Senior Notes due 2026
Tender Offer Amount 2027: 150 million
Tender Offer Notes Due 2027: 6.375% Senior Notes due 2027
Tender Offer Expiration Date: 2025-02-07
Form Type: 8-K
Filing Date: 2025-01-08
Corporate Action: Tender-offer
Type: New
Accession Number: 000119312525003272
Filing Summary: On January 8, 2025, HF Sinclair Corporation announced the commencement of a cash tender offer for an aggregate purchase price of up to $900,000,000. This tender offer includes (i) up to $150,000,000 aggregate principal amount of the Corporation’s 6.375% Senior Notes due 2027, (ii) the Corporation’s 5.875% Senior Notes due 2026, and (iii) HollyFrontier Corporation’s 5.875% Senior Notes due 2026. The tender offer is subject to the terms and conditions set forth in an Offer to Purchase, dated January 8, 2025. A press release detailing this information was filed as Exhibit 99.1 to the report.
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Additional details:
Tender Offer Price: 900000000
Senior Notes Due 2027: 150000000
Senior Notes Due 2026: 5.875%
Hollyfrontier Senior Notes Due 2026: 5.875%
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