Additional Financial Information | Financial Information Borrowings pursuant to the HollyFrontier Credit Agreement are recourse to HollyFrontier, but not HEP. Furthermore, borrowings under the HEP Credit Agreement are recourse to HEP, but not to the assets of HFC with the exception of HEP Logistics Holdings, L.P., HEP’s general partner. Other than its investment in HEP, the assets of the general partner are insignificant. The following condensed financial information is provided for HollyFrontier Corporation (on a standalone basis, before consolidation of HEP), and for HEP and its consolidated subsidiaries (on a standalone basis, exclusive of HFC). Due to certain basis differences, our reported amounts for HEP may not agree to amounts reported in HEP’s periodic public filings. Condensed Consolidating Balance Sheet June 30, 2016 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 447,108 $ 4,882 $ — $ 451,990 Marketable securities 81,328 — — 81,328 Accounts receivable, net 483,402 50,132 (52,026 ) 481,508 Inventories 1,018,842 2,181 — 1,021,023 Income tax receivable 49,999 — — 49,999 Prepayments and other 33,072 2,457 (3,279 ) 32,250 Total current assets 2,113,751 59,652 (55,305 ) 2,118,098 Properties, plants and equipment, net 3,099,417 1,093,001 (238,374 ) 3,954,044 Intangibles and other assets 2,087,138 500,119 318 2,587,575 Total assets $ 7,300,306 $ 1,652,772 $ (293,361 ) $ 8,659,717 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 944,055 $ 21,427 $ (52,026 ) $ 913,456 Accrued liabilities 113,691 24,686 (3,279 ) 135,098 Total current liabilities 1,057,746 46,113 (55,305 ) 1,048,554 Long-term debt 594,987 1,083,136 — 1,678,123 Liability to HEP 214,888 — (214,888 ) — Deferred income tax liabilities 532,195 466 — 532,661 Other long-term liabilities 144,097 59,198 (826 ) 202,469 Investment in HEP 126,943 — (126,943 ) — Equity – HollyFrontier 4,629,450 368,412 (361,488 ) 4,636,374 Equity – noncontrolling interest — 95,447 466,089 561,536 Total liabilities and equity $ 7,300,306 $ 1,652,772 $ (293,361 ) $ 8,659,717 Condensed Consolidating Balance Sheet December 31, 2015 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) ASSETS Current assets: Cash and cash equivalents $ 51,520 $ 15,013 $ — $ 66,533 Marketable securities 144,019 — — 144,019 Accounts receivable, net 355,020 41,075 (44,117 ) 351,978 Inventories 839,897 1,972 — 841,869 Prepayments and other 48,288 3,082 (7,704 ) 43,666 Total current assets 1,438,744 61,142 (51,821 ) 1,448,065 Properties, plants and equipment, net 3,261,494 1,099,683 (245,515 ) 4,115,662 Intangibles and other assets 2,410,879 417,574 (3,881 ) 2,824,572 Total assets $ 7,111,117 $ 1,578,399 $ (301,217 ) $ 8,388,299 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 738,024 $ 22,583 $ (44,117 ) $ 716,490 Income taxes payable 8,142 — — 8,142 Accrued liabilities 117,346 26,341 (7,704 ) 135,983 Total current liabilities 863,512 48,924 (51,821 ) 860,615 Long-term debt 31,288 1,008,752 — 1,040,040 Liability to HEP 220,998 — (220,998 ) — Deferred income tax liabilities 497,475 431 — 497,906 Other long-term liabilities 125,614 59,376 (5,025 ) 179,965 Investment in HEP 120,721 — (120,721 ) — Equity – HollyFrontier 5,251,509 366,487 (364,581 ) 5,253,415 Equity – noncontrolling interest — 94,429 461,929 556,358 Total liabilities and equity $ 7,111,117 $ 1,578,399 $ (301,217 ) $ 8,388,299 Condensed Consolidating Statement of Income and Comprehensive Income Three Months Ended June 30, 2016 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Sales and other revenues $ 2,699,069 $ 94,896 $ (79,327 ) $ 2,714,638 Operating costs and expenses: Cost of products sold 2,321,919 — (73,764 ) 2,248,155 Lower of cost or market inventory valuation adjustment (138,473 ) — — (138,473 ) Operating expenses 228,792 27,255 (4,711 ) 251,336 General and administrative 26,793 2,862 — 29,655 Depreciation and amortization 78,689 15,305 (3,571 ) 90,423 Goodwill and asset impairment 654,084 — — 654,084 Total operating costs and expenses 3,171,804 45,422 (82,046 ) 3,135,180 Income (loss) from operations (472,735 ) 49,474 2,719 (420,542 ) Other income (expense): Earnings of equity method investments 25,096 3,623 (25,096 ) 3,623 Interest income (expense) (339 ) (11,164 ) (2,221 ) (13,724 ) Gain on sale of assets and other 127 1 — 128 24,884 (7,540 ) (27,317 ) (9,973 ) Income (loss) before income taxes (447,851 ) 41,934 (24,598 ) (430,515 ) Income tax expense (benefit) (38,098 ) 53 — (38,045 ) Net income (loss) (409,753 ) 41,881 (24,598 ) (392,470 ) Less net income (loss) attributable to noncontrolling interest (9 ) 2,355 14,552 16,898 Net income (loss) attributable to HollyFrontier stockholders $ (409,744 ) $ 39,526 $ (39,150 ) $ (409,368 ) Comprehensive income (loss) attributable to HollyFrontier stockholders $ (399,324 ) $ 39,470 $ (39,095 ) $ (398,949 ) Condensed Consolidating Statement of Income and Comprehensive Income Three Months Ended June 30, 2015 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Sales and other revenues $ 3,686,644 $ 83,479 $ (68,211 ) $ 3,701,912 Operating costs and expenses: Cost of products sold 2,954,989 — (67,514 ) 2,887,475 Lower of cost or market inventory valuation adjustment (135,480 ) — — (135,480 ) Operating expenses 220,790 25,289 86 246,165 General and administrative 23,421 2,696 — 26,117 Depreciation and amortization 76,710 14,660 (3,567 ) 87,803 Total operating costs and expenses 3,140,430 42,645 (70,995 ) 3,112,080 Income from operations 546,214 40,834 2,784 589,832 Other income (expense): Earnings of equity method investments 20,175 631 (20,175 ) 631 Interest income (expense) 1,580 (9,053 ) (2,318 ) (9,791 ) Loss on early extinguishment of debt (1,368 ) — — (1,368 ) Gain on sale of assets and other 801 72 — 873 21,188 (8,350 ) (22,493 ) (9,655 ) Income before income taxes 567,402 32,484 (19,709 ) 580,177 Income tax expense (benefit) 207,054 (64 ) — 206,990 Net income 360,348 32,548 (19,709 ) 373,187 Less net income (loss) attributable to noncontrolling interest (10 ) 1,743 10,630 12,363 Net income attributable to HollyFrontier stockholders $ 360,358 $ 30,805 $ (30,339 ) $ 360,824 Comprehensive income attributable to HollyFrontier stockholders $ 356,676 $ 30,893 $ (30,427 ) $ 357,142 Condensed Consolidating Statement of Income and Comprehensive Income Six Months Ended June 30, 2016 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Sales and other revenues $ 4,698,766 $ 196,906 $ (162,310 ) $ 4,733,362 Operating costs and expenses: Cost of products sold 4,024,987 — (151,669 ) 3,873,318 Lower of cost or market inventory valuation adjustment (194,594 ) — — (194,594 ) Operating expenses 458,809 54,078 (8,968 ) 503,919 General and administrative 49,323 5,953 — 55,276 Depreciation and amortization 154,110 31,334 (7,141 ) 178,303 Goodwill and asset impairment 654,084 — — 654,084 Total operating costs and expenses 5,146,719 91,365 (167,778 ) 5,070,306 Income (loss) from operations (447,953 ) 105,541 5,468 (336,944 ) Other income (expense): Earnings of equity method investments 50,893 6,388 (50,893 ) 6,388 Interest income (expense) 369 (21,587 ) (4,518 ) (25,736 ) Loss on early extinguishment of debt (8,718 ) — — (8,718 ) Gain (loss) on sale of assets and other 200 (7 ) — 193 42,744 (15,206 ) (55,411 ) (27,873 ) Income (loss) before income taxes (405,209 ) 90,335 (49,943 ) (364,817 ) Income tax expense (benefit) (15,886 ) 149 — (15,737 ) Net income (loss) (389,323 ) 90,186 (49,943 ) (349,080 ) Less net income (loss) attributable to noncontrolling interest (16 ) 7,282 31,769 39,035 Net income (loss) attributable to HollyFrontier stockholders $ (389,307 ) $ 82,904 $ (81,712 ) $ (388,115 ) Comprehensive income (loss) attributable to HollyFrontier stockholders $ (379,298 ) $ 82,670 $ (81,479 ) $ (378,107 ) Condensed Consolidating Statement of Income and Comprehensive Income Six Months Ended June 30, 2015 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Sales and other revenues $ 6,676,142 $ 173,235 $ (140,839 ) $ 6,708,538 Operating costs and expenses: Cost of products sold 5,277,870 — (139,022 ) 5,138,848 Lower of cost or market inventory valuation adjustment (142,026 ) — — (142,026 ) Operating expenses 456,793 53,255 (287 ) 509,761 General and administrative 49,700 5,986 — 55,686 Depreciation and amortization 145,968 28,950 (7,103 ) 167,815 Total operating costs and expenses 5,788,305 88,191 (146,412 ) 5,730,084 Income from operations 887,837 85,044 5,573 978,454 Other income (expense): Earnings (loss) of equity method investments 32,076 1,365 (40,617 ) (7,176 ) Interest income (expense) 3,502 (17,820 ) (4,665 ) (18,983 ) Loss on early extinguishment of debt (1,368 ) — — (1,368 ) Gain on sale of assets and other 1,409 230 — 1,639 35,619 (16,225 ) (45,282 ) (25,888 ) Income before income taxes 923,456 68,819 (39,709 ) 952,566 Income tax expense (benefit) 336,681 37 — 336,718 Net income 586,775 68,782 (39,709 ) 615,848 Less net income (loss) attributable to noncontrolling interest (17 ) 5,770 22,395 28,148 Net income attributable to HollyFrontier stockholders $ 586,792 $ 63,012 $ (62,104 ) $ 587,700 Comprehensive income attributable to HollyFrontier stockholders $ 571,588 $ 62,805 $ (61,897 ) $ 572,496 Condensed Consolidating Statement of Cash Flows Six Months Ended June 30, 2016 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Cash flows from operating activities $ 256,019 $ 104,076 $ (49,769 ) $ 310,326 Cash flows from investing activities Additions to properties, plants and equipment (257,378 ) — — (257,378 ) Additions to properties, plants and equipment – HEP — (32,667 ) — (32,667 ) Purchase of equity method investment — (42,500 ) — (42,500 ) Proceeds from sale of assets 390 18 — 408 Purchases of marketable securities (86,798 ) — — (86,798 ) Sales and maturities of marketable securities 149,599 — — 149,599 (194,187 ) (75,149 ) — (269,336 ) Cash flows from financing activities Net borrowings under credit agreements — 74,000 — 74,000 Net proceeds from issuance of senior notes 246,690 — — 246,690 Net proceeds from issuance of term loan 350,000 — — 350,000 Proceeds from issuance of common units — 13,690 — 13,690 Purchase of treasury stock (133,430 ) — — (133,430 ) Dividends (116,795 ) — — (116,795 ) Distributions to noncontrolling interest — (93,609 ) 49,769 (43,840 ) Repayment of financing obligation — (39,500 ) — (39,500 ) Contribution from general partner (10,586 ) 10,586 — — Other, net (2,123 ) (4,225 ) — (6,348 ) 333,756 (39,058 ) 49,769 344,467 Cash and cash equivalents Increase (decrease) for the period 395,588 (10,131 ) — 385,457 Beginning of period 51,520 15,013 — 66,533 End of period $ 447,108 $ 4,882 $ — $ 451,990 Condensed Consolidating Statement of Cash Flows Six Months Ended June 30, 2015 HollyFrontier Corp. Before Consolidation of HEP Non-Guarantor Non-Restricted Subsidiaries (HEP Segment) Consolidations and Eliminations Consolidated (In thousands) Cash flows from operating activities $ 502,802 $ 111,031 $ (43,893 ) $ 569,940 Cash flows from investing activities: Additions to properties, plants and equipment (247,070 ) — — (247,070 ) Additions to properties, plants and equipment – HEP — (69,843 ) — (69,843 ) Purchases of marketable securities (246,008 ) — — (246,008 ) Sales and maturities of marketable securities 327,310 — — 327,310 Proceeds from sale of assets 1,846 386 — 2,232 (163,922 ) (69,457 ) — (233,379 ) Cash flows from financing activities: Net borrowings under credit agreement — 33,000 — 33,000 Redemption of senior notes (155,156 ) — — (155,156 ) Purchase of treasury stock (320,132 ) — — (320,132 ) Accelerated stock repurchase forward contract (60,000 ) — — (60,000 ) Dividends (125,192 ) — — (125,192 ) Distributions to noncontrolling interest — (85,489 ) 43,893 (41,596 ) Contribution from general partner (19,610 ) 19,610 — — Other, net (1,010 ) (1,101 ) — (2,111 ) (681,100 ) (33,980 ) 43,893 (671,187 ) Cash and cash equivalents Increase (decrease) for the period: (342,220 ) 7,594 — (334,626 ) Beginning of period 565,155 2,830 — 567,985 End of period $ 222,935 $ 10,424 $ — $ 233,359 |