DALLAS, June 28, 2011 /PRNewswire/ -- Holly Corporation
(NYSE: HOC) ("Holly") today announced that, at a special meeting of
Holly shareholders held today in Dallas, Holly shareholders voted to approve
the issuance of shares of Holly common stock to shareholders of
Frontier Oil Corporation (NYSE: FTO) ("Frontier") in connection
with the merger of Holly and Frontier to form HollyFrontier
Corporation. The issuance of Holly common stock was approved
by more than 99% of the total votes cast at the meeting by Holly
shareholders. In a separate item, Holly shareholders approved
Holly's amended and restated certificate of incorporation to, among
other things, increase the number of authorized shares of Holly
capital stock from 161 million to 325 million shares and change the
name of the corporation to HollyFrontier Corporation upon the
merger.
Matt Clifton, Holly's Chairman
and Chief Executive Officer, "We are pleased that Holly
shareholders have given their overwhelming support to the merger of
Holly and Frontier. HollyFrontier Corporation will deliver value
for the shareholders of both companies through a well-positioned
refining asset base, enhanced growth opportunities and one of the
best balance sheets in the industry. On behalf of the Board
and management team I want to thank our shareholders, customers and
dedicated employees for their support. We look forward to moving
forward and promptly completing the transaction."
HollyFrontier Corporation, which will have a refining capacity
in excess of 440,000 barrels-per-day (bpd) across five refineries,
will serve the niche Mid-Continent, Rocky Mountain and Southwest
refining markets and will have access to growing regional domestic
and Canadian crude oil supplies.
As previously announced, the Boards of Directors of both Holly
and Frontier unanimously approved a definitive merger agreement
under which the companies will combine in an all-stock merger of
equals transaction. In accordance with the terms of the merger
agreement, Frontier shareholders will receive 0.4811 Holly shares
for each share of Frontier common stock that they own at closing.
The transaction is anticipated to be completed on July 1, 2011, and the combined company will trade
under the symbol HFC.
About Holly Corporation
Holly Corporation, headquartered in Dallas, Texas, is an independent petroleum
refiner and marketer that produces high value light products such
as gasoline, diesel fuel, jet fuel and other high value specialty
products. Holly operates through its subsidiaries a 100,000 barrels
per stream day ("bpsd") refinery located in Artesia, New Mexico, a 125,000 bpsd refinery
in Tulsa, Oklahoma and a 31,000
bpsd refinery in Woods Cross,
Utah. A subsidiary of Holly also owns a 34% interest
(including the general partner interest) in Holly Energy Partners,
L.P.
About Frontier Oil Corporation
Frontier Oil Corporation operates a 135,000 bpd refinery located
in El Dorado, Kansas, and a 52,000
bpd refinery located in Cheyenne,
Wyoming, and markets its refined products principally along
the eastern slope of the Rocky Mountains and in other neighboring
plains states.
Important Information for Investors and Shareholders
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities. Holly Corporation
("Holly") has filed with the Securities and Exchange Commission
(“SEC”) a registration statement on Form S-4 that includes a joint
proxy statement used by Holly and Frontier Oil Corporation
("Frontier") to solicit the required approval of their shareholders
in connection with the proposed merger and constituted a prospectus
of Holly, which the SEC has declared effective. Holly and Frontier
may also file other documents with the SEC concerning the proposed
merger. INVESTORS AND SECURITY HOLDERS OF HOLLY AND FRONTIER ARE
URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE
PROPOSED MERGER AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED MERGER. Investors and security
holders may obtain a free copy of the joint proxy
statement/prospectus and other documents containing important
information about Holly and Frontier through the website maintained
by the SEC at www.sec.gov. Copies of the documents filed with the
SEC by Holly are available free of charge on Holly’s website at
www.hollycorp.com under the tab “Investors” or by contacting
Holly’s Investor Relations Department at (214) 871-3555. Copies of
documents filed with the SEC by Frontier are available free of
charge on Frontier’s website at www.frontieroil.com under the tab
“Investor Relations” and then under the tab “SEC Filings” or by
contacting Frontier’s Investor Relations Department at (713)
688-9600.
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.
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 caused by a number of factors, including, but not limited
to, risks and uncertainties with respect to the actions of actual
or potential competitive suppliers of refined petroleum products in
the Company's markets, the demand for and supply of crude oil and
refined products, the spread between market prices for refined
products and market prices for crude oil, the possibility of
constraints on the transportation of refined products, the
possibility of inefficiencies, curtailments or shutdowns in
refinery operations or pipelines, effects of governmental and
environmental regulations and policies, the availability and cost
of financing to the Company, the effectiveness of the Company's
capital investments and marketing strategies, the Company's
efficiency in carrying out construction projects, the ability of
the Company to acquire refined product operations or pipeline and
terminal operations on acceptable terms and to integrate any future
acquired operations, the possibility of terrorist attacks and the
consequences of any such attacks, general economic conditions,
risks and uncertainties with respect to our "merger of
equals" with Frontier Oil Corporation, including our ability to
complete the merger in the anticipated timeframe, the diversion of
management in connection with the merger and our ability to realize
fully or at all the anticipated benefits of the merger and other
financial, operational and legal risks and uncertainties detailed
from time to time in the Company's Securities and Exchange
Commission 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.
SOURCE Holly Corporation