HF Sinclair Corporation Announces Pricing of Senior Notes Offering

The Notes were issued at par for net proceeds of approximately $491 million, after deducting the initial purchasers’ discounts and commissions and estimated offering expenses. HF Sinclair intends to use the net proceeds from the offering of the Notes to fund the concurrent cash tender offer (the “Tender Offer”) for any and all of the Corporation’s outstanding 5.875% Senior Notes due 2026 and 6.375% Senior Notes due 2027 (collectively, the “Subject Notes”) and, if the Corporation deems appropriate, the redemption, repurchase, discharge or defeasance of any Subject Notes not purchased in the Tender Offer, and the remainder for general corporate purposes, which may include capital expenditures. The Tender Offer is expected to close on August 20, 2025.

The Vinson & Elkins team was led by partners Katherine Frank and David Stone, with assistance from associates Leah Powers, Taylor Santori, and Olivia Cahill. Also advising were partners Wendy Salinas and Ryan Carney and associate Katie Dillard; partner East Berhane; and partner Matt Dobbins and associate Alyssa Sieja.