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): August 8, 2011 (August 8, 2011)
HOLLYFRONTIER CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-03876
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75-1056913 |
(State or other
jurisdiction of
incorporation or
organization)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.) |
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2828 N. Harwood, Suite 1300
Dallas, Texas
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75201 |
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(Zip Code) |
Registrant’s telephone number, including area code: (214) 871-3555
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 (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM 8.01. Other Events.
On July 1, 2011, a wholly owned subsidiary of HollyFrontier Corporation (the “Company”)
completed a merger with Frontier Oil Corporation, a Wyoming corporation that had been publicly
traded on the New York Stock Exchange (“Frontier”). As a result of the foregoing merger, Frontier
became a wholly owned subsidiary of the Company. Subsequent to the foregoing merger, on July 1,
2011, Frontier merged with and into the Company, with the Company surviving such merger.
The Company is filing with this Form 8-K, on a voluntary basis, the following financial
statements and operating data for Frontier:
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Condensed Consolidated Statements of Income and Comprehensive Income for the
Three and Six Months Ended June 30, 2011 and 2010 |
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Condensed Consolidated Balance Sheets as of June 30, 2011 and December 31, 2010 |
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Condensed Consolidated Statements of Cash Flows for the Six Months Ended June
30, 2011 and 2010 |
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Notes to Condensed Consolidated Financial Statements |
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Operating Data for the Three and Six Months Ended June 30, 2011 and 2010 |
The foregoing financial statements were prepared as of June 30, 2011 as though Frontier was an
independent entity without regard to the July 1, 2011 mergers with a wholly owned subsidiary of the
Company and the Company (except as otherwise noted in the financial statements). The financial
statements and notes included in this Form 8-K should be read in conjunction with the consolidated
financial statements and notes thereto included in Frontier’s Annual Report on Form 10-K for the
year ended December 31, 2010 as filed with the Securities and Exchange Commission on February 24,
2011. The results of operations for Frontier’s second quarter and first half of 2011 are not
necessarily indicative of the results to be expected for the entire year.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
The following is a “safe harbor” statement under the Private Securities Litigation Reform Act
of 1995: The statements in this Form 8-K and the financial statements attached hereto 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 Frontier’s historical filings and the Company’s historical and future
filings with the Securities and Exchange Commission. Although the Company believes that the
expectations reflected in these forward-looking statements are reasonable, the Company cannot
provide assurances that its expectations will prove correct. Therefore, actual outcomes and
results could materially differ from what is expressed, implied or forecasted 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 and other financial, operational and legal risks and
uncertainties detailed from time to time in Frontier’s and 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, the Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future events or otherwise.