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): February 26, 2008 (February 25, 2008)
HOLLY ENERGY PARTNERS, L.P.
(Exact name of Registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation)
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001-32225
(Commission File Number)
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20-0833098
(I.R.S. Employer
Identification Number) |
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100 Crescent Court,
Suite 1600
Dallas, Texas
(Address of principal
executive offices)
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75201-6915
(Zip code) |
Registrants telephone number, including area code: (214) 871-3555
Not applicable
(Former name or former address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
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Item 7.01 |
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Regulation FD Disclosure. |
Holly Energy Partners, L.P. (the Partnership) has completed a preliminary evaluation of the
potential effects on the Partnership of the February 18, 2008 explosion and fire at Alon USAs Big
Spring refinery. Though Alon has not yet notified us of the effects that the explosion and fire
will have on their shipments through our pipelines, it is possible that such shipments could be
substantially below normal for some period of time.
Under our Pipelines and Terminals Agreement (the Agreement) with Alon dated February 28,
2005, we are guaranteed volumes that support a minimum revenue commitment. However, under terms of
the Agreement, Alon has force majeure rights that would allow them to suspend or reduce their
minimum commitment obligation in certain circumstances. Although we have not been notified by Alon
of their intent to claim force majeure, it is possible they could do so.
To mitigate the effect of force majeure and other situations, we have business interruption
insurance to address lost revenues from our major customers including Alon. Such coverage is
subject to a 45 day deductible period and has a limit of $50 million. Due to this insurance
coverage, we believe the extent of our exposure to lower cash flow resulting from the Alon outage
should not exceed approximately $2.5 million to $3.0 million.
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The following is a safe harbor statement under the Private Securities Litigation Reform Act
of 1995: The statements in this report on Form 8-K relating to matters that are not historical
facts are forward-looking statements within the meaning of the federal securities laws. These
statements are based on our 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 our filings made from time to time with the
Securities and Exchange Commission (the SEC). Although we believe that the expectations reflected
in these forward-looking statements are reasonable, we cannot assure you that our expectations will
prove correct. Therefore, actual outcomes and results could materially differ from what is
expressed, implied or forecast in these statements. The forward-looking statements speak only as of
the date made and, other than as required by law, we undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information, future events or
otherwise.
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In accordance with General Instruction B.2. of Form 8-K, the information furnished in this
report on Form 8-K shall not be deemed to be filed for the purposes of Section 18 of the
Securities Exchange Act of 1934 (Exchange Act), or otherwise subject to the liabilities of that
section, unless the Partnership specifically incorporates it by reference in a document filed under
the Exchange Act or the Securities Act of 1933. By filing this report on Form 8-K and furnishing
this information, the Partnership makes no admission as to the materiality of any information in
this report or that any such information includes material investor information that is not
otherwise publicly available.
The information contained in this report on Form 8-K is intended to be considered in the
context of the Partnerships SEC filings and other public announcements that the Partnership may
make, by press release or otherwise from time to time. The Partnership disclaims any current
intention to revise or update the information contained in this report although the Partnership may
do so from time to time as its management believes is warranted. Any such updating may be made
through the furnishing or filing of other reports or documents with the SEC, through press releases
or through other public disclosure.
SIGNATURES
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 thereunto duly authorized.
HOLLY ENERGY PARTNERS OPERATING,
L.P., a Delaware limited partnership
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By: HEP Logistics GP, L.L.C., a Delaware |
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limited liability company, its General Partner |
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By: Holly Energy Partners, L.P., a Delaware |
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limited partnership, its Sole Member |
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By: HEP Logistics Holdings, L.P., a Delaware |
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limited partnership, its General Partner |
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By: Holly Logistic Services, L.L.C., a |
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Delaware limited liability company, its
General Partner |
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By: |
/s/ Bruce R. Shaw |
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Bruce R. Shaw |
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Senior Vice President and
Chief Financial Officer |
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Date: February 26, 2008