01—Abstract
Summary
Summary of the 8-K filed February 11, 2025. Cited figures are marked; the original filing is the authoritative source.
HF Sinclair Corporation, a Delaware corporation (NYSE: DINO), announced on February 11, 2025 that it will redeem $195,000,000a aggregate principal amount of its outstanding 5.875% Senior Notes due 2026.
The redemption is scheduled for February 21, 2025 (the Redemption Date). The redemption price will equal the greater of 100% of the principal amount or the make-whole redemption premium specified in the governing indenture, plus accrued and unpaid interest to the Redemption Date. The company intends to fund the redemption with the net proceeds of its registered offering of $1,400,000,000b aggregate principal amount of senior notes completed on January 23, 2025.
Upon the Redemption Date, the redeemed Notes will no longer be deemed outstanding and interest will cease to accrue. The filing states that the 8-K does not constitute a notice of redemption; Computershare Trust Company, N.A. is serving as paying agent and holders can obtain the formal Notice of Redemption from the Trustee. For investors, the filing is a debt-management disclosure: the company is retiring part of its 2026 notes using proceeds from a larger, recently completed note offering.
The filing does not state the effect on leverage, interest expense, or earnings. The disclosure is furnished under Item 7.01 (Regulation FD) and is not deemed filed for Section 18 purposes.
02—Key points
Key Highlights
- HF Sinclair will redeem $195,000,000 of its 5.875% Senior Notes due 2026 on February 21, 2025.
- Redemption price is the greater of 100% of principal or the indenture's make-whole premium, plus accrued and unpaid interest.
- Redemption will be funded with net proceeds from a $1,400,000,000 senior notes offering completed January 23, 2025.
- Notes will cease to be outstanding and stop accruing interest on the Redemption Date, after which holders' rights end except to receive the redemption price.
- Computershare Trust Company, N.A. is the trustee and paying agent for the transaction.
- The 8-K is furnished under Regulation FD (Item 7.01) and is not a formal notice of redemption; the Notice of Redemption is available from the Trustee.
- Company is headquartered in Dallas, Texas, and refines and markets light products including gasoline, diesel, jet fuel, renewable diesel and lubricants.
03—Questions
Frequently Asked Questions
How much debt is being redeemed and when?
HF Sinclair will redeem $195,000,000 aggregate principal amount of its 5.875% Senior Notes due 2026 on February 21, 2025.
How will the redemption price be determined?
The redemption price is the greater of (i) 100% of the principal amount being redeemed and (ii) the make-whole redemption premium specified in the indenture, in each case plus accrued and unpaid interest to the Redemption Date.
How is the company funding the redemption?
The company intends to use the net proceeds of its registered offering of $1,400,000,000 aggregate principal amount of senior notes completed on January 23, 2025.
Does this announcement constitute a formal notice of redemption?
No. The filing states that the 8-K and press release do not constitute a Notice of Redemption; holders can obtain the Notice of Redemption and additional information from the Trustee, Computershare Trust Company, N.A.
What happens to holders of the notes after the Redemption Date?
On and after February 21, 2025, the redeemed Notes will no longer be deemed outstanding, interest will stop accruing, and holders' rights will cease except the right to receive the redemption price.
04—Continue