Filed by Holly Energy Partners, L.P.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Holly Energy Partners, L.P.
Commission File No: 001-32225
This filing relates to the proposed business combination transaction between Holly Energy Partners, L.P. (“HEP”) and HF Sinclair Corporation (“HF Sinclair” and such proposed business combination transaction, the “Proposed HF Sinclair Transaction”).
On May 4, 2023, HEP provided the following communication relating to the Proposed HF Sinclair Transaction to its employees.
![LOGO](https://capedge.com/proxy/425/0001193125-23-136076/g355267g0504233424358.jpg)
Today we announced that Holly Energy Partners (HEP) has received a non-binding proposal letter from HF Sinclair Corporation (HF Sinclair) to acquire all of the outstanding common units of HEP not already owned by HF Sinclair or its affiliates in exchange for shares of HF Sinclair common stock. The proposed transaction is subject to the negotiation and execution of a definitive agreement. If this transaction closes, HEP will become a wholly-owned subsidiary of HF Sinclair.
Management of HF Sinclair believes that the proposed transaction will simplify our corporate structure, reduce costs associated with being a separate publicly traded company, and further support the integration and optimization of our business. HEP, its employees and assets are strategic to HF Sinclair; and the two companies have a long history of working together to safely serve our customers with affordable liquid fuels.
| • | | How will this impact HEP employees? |
We believe that employees are the most important part of HEP. If this transaction closes, we expect to retain the current HEP organizational structure because it has been effective. Through time, we will evaluate this organization and may consider modifications that help us execute better, communicate more efficiently, perform more safely and reliably and remain competitive. We are committed to open communication and transparency, and changes will be discussed in advance with HEP employees.
If this transaction closes, we expect all HEP employees will continue with their existing compensation and benefits structure. Even today, HEP employees are technically employed by a subsidiary of HF Sinclair. You would therefore continue to participate in the same health and welfare plans as you do today.