HF Sinclair Corp Enters Material Definitive Agreement
Ticker: DINO · Form: 8-K · Filed: Apr 2, 2024 · CIK: 1915657
Sentiment: neutral
Topics: material-definitive-agreement, filing
TL;DR
HF Sinclair just signed a big deal, filing an 8-K.
AI Summary
On April 1, 2024, HF Sinclair Corporation entered into a Material Definitive Agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in Delaware and its principal executive offices are located in Dallas, Texas.
Why It Matters
This filing indicates a significant new contract or partnership for HF Sinclair Corporation, which could impact its future operations and financial performance.
Risk Assessment
Risk Level: medium — Entering into a material definitive agreement can introduce new risks and opportunities that may affect the company's financial health and stock performance.
Key Numbers
- 001-41325 — SEC File Number (Identifies the company's filing history with the SEC.)
- 87-2092143 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- HF Sinclair Corporation (company) — Registrant
- Delaware (jurisdiction) — State of incorporation
- Dallas, TX (location) — Principal executive offices
- April 1, 2024 (date) — Date of earliest event reported
- April 2, 2024 (date) — Date of report
FAQ
What is the nature of the Material Definitive Agreement entered into by HF Sinclair Corporation?
The filing does not specify the exact nature of the Material Definitive Agreement, only that one was entered into on April 1, 2024.
When was the report filed with the SEC?
The report was filed on April 2, 2024.
What is HF Sinclair Corporation's principal executive office address?
The principal executive offices are located at 2828 N. Harwood St., Suite 1300, Dallas, TX 75201.
What is the company's state of incorporation?
HF Sinclair Corporation is incorporated in Delaware.
What other information is included in this filing besides the Material Definitive Agreement?
The filing also includes financial statements and exhibits.
Filing Stats: 1,008 words · 4 min read · ~3 pages · Grade level 12.9 · Accepted 2024-04-02 16:19:40
Key Financial Figures
- $0.01 — hange on which registered Common Stock $0.01 par value DINO NYSE Check the appropr
- $59.22 — y under the Stock Purchase Agreement is $59.22 per share resulting in an aggregate pur
- $296,100,000 — lting in an aggregate purchase price of $296,100,000. The purchase price will be funded with
- $1 billion — t to the Company's previously disclosed $1 billion share repurchase program authorized by
- $785,805,577 — 4. To date, the Company has repurchased $785,805,577 in Common Stock under the Company's Sha
Filing Documents
- dino-20240402.htm (8-K) — 28KB
- dino-stockrepurchaseagreem.htm (EX-10.1) — 62KB
- 0001915657-24-000045.txt ( ) — 252KB
- dino-20240402.xsd (EX-101.SCH) — 2KB
- dino-20240402_def.xml (EX-101.DEF) — 14KB
- dino-20240402_lab.xml (EX-101.LAB) — 25KB
- dino-20240402_pre.xml (EX-101.PRE) — 15KB
- dino-20240402_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On April 1, 2024, HF Sinclair Corporation (the "Company") entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with REH Company (formerly known as The Sinclair Companies) (the "Selling Stockholder" or "REH Company"), pursuant to which the Company agreed to repurchase from the Selling Stockholder 5,000,000 shares of the Company's outstanding common stock, par value $0.01 per share (the "Common Stock"), in a privately negotiated transaction. The price per share to be paid by the Company under the Stock Purchase Agreement is $59.22 per share resulting in an aggregate purchase price of $296,100,000. The purchase price will be funded with cash on hand. The Stock Purchase Agreement contains customary representations, warranties and covenants of the parties. The shares to be repurchased under the Stock Purchase Agreement will be held as treasury stock by the Company. This share repurchase is the sixteenth privately negotiated transaction between the Company and the Selling Stockholder. The share repurchase described above will be made pursuant to the Company's previously disclosed $1 billion share repurchase program authorized by the Board of Directors of the Company on August 15, 2023 (the "Share Repurchase Program") and is expected to be completed on or around April 4, 2024. To date, the Company has repurchased $785,805,577 in Common Stock under the Company's Share Repurchase Program, which is inclusive of the share repurchase described above. The timing and amount of future share repurchases under the Company's Share Repurchase Program, including any additional repurchases from REH Company, will depend on market conditions and corporate, tax, regulatory and other relevant considerations. The Share Repurchase Program may be discontinued at any time by the Board of Directors of the Company. The foregoing description of the Stock Purchase Agreement does not purport to be complete and is qualif
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Stock Purchase Agreement, dated April 1 , 2024, by and between HF Sinclair Corporation and REH Company . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HF SINCLAIR CORPORATION By: /s/ Atanas H. Atanasov Name: Atanas H. Atanasov Title: Executive Vice President and Chief Financial Officer Date: April 2, 2024