Western Refining Announces Results of Tender Offer and Consent Solicitation
Relating to Its 11.250% Senior Secured Notes Due 2017
EL PASO, Texas, March 25, 2013 (GLOBE NEWSWIRE) -- Western Refining, Inc.
(NYSE:WNR) announced that it has accepted for purchase $148,833,000 of the
principal amount of its outstanding 11.250% Senior Secured Notes due 2017 (the
"Notes") that were validly tendered pursuant to its previously announced
Tender Offer and Consent Solicitation (each as defined below).
As previously announced, on March 11, 2013, the Company commenced a tender
offer to purchase for cash any and all of its outstanding $325,000,000
aggregate principal amount of Notes (the "Tender Offer"). In connection with
the Tender Offer, the Company also solicited the consent of the holders of the
Notes to the amendments described above (the "Consent Solicitation").
The Tender Offer and Consent Solicitation are subject to the terms and
conditions set forth in the Offer to Purchase and Consent Solicitation
Statement, dated March 11, 2013, relating thereto (the "Offer to Purchase and
Consent Solicitation Statement").
The early tender deadline relating to the Tender Offer and the Consent
Solicitation occurred at 5:00 p.m. New York City Time, on Friday, March 22,
2013 (the "Early Tender Deadline"). Notes previously tendered and Notes that
are tendered after the Early Tender Deadline may not be withdrawn, except as
required by law. The Tender Offer and Consent Solicitation is scheduled to
expire at Midnight, New York City Time, on Friday, April 5, 2013, unless
extended by the Company (the "Expiration Time").
As of the Early Tender Deadline, the Company has been advised by D.F. King &
Co., Inc., as tender agent and information agent for the Tender Offer and
Consent Solicitation, that the Notes were validly tendered and not withdrawn,
and consents were delivered and not revoked, with respect to approximately
$148,833,000 of the outstanding $325,000,000 aggregate principal amount of
Subject to the terms and conditions set forth in the Offer to Purchase and
Consent Solicitation Statement, the Company today accepted for purchase all
Notes validly tendered and not withdrawn prior to the Early Tender Deadline
and intends to accept for purchase all Notes tendered after the Early Tender
Deadline and prior to the Expiration Time.
The Company has retained Deutsche Bank Securities Inc. to act as the dealer
manager (the "Dealer Manager") for the Tender Offer and Consent Solicitation.
Questions regarding the Tender Offer and Consent Solicitation should be
directed to Deutsche Bank Securities Inc. at (855) 287-1922 (toll-free).
Requests for documentation should be directed to D.F. King & Co., Inc., as the
tender agent and information agent, at (800) 488-8035 (toll-free).
None of the representatives or employees of the Company, any of its
subsidiaries or affiliates, the Dealer Manager, the information agent or U.S.
Bank National Association, as trustee under the indenture governing the Notes
(the "Indenture"), make any recommendations as to whether or not holders of
the Notes should tender their Notes pursuant to the Tender Offer or issue
their consents pursuant to the Consent Solicitation, and no one has been
authorized by any of them to make such recommendations.
This press release does not constitute a solicitation of consents of holders
of the Notes and shall not be deemed a solicitation of consents with respect
to any other securities of the Company. The Tender Offer and Consent
Solicitation is being made solely by the Offer to Purchase and Consent
Solicitation and the accompanying consent form. All statements herein
regarding the terms of Tender Offer and Consent Solicitation, the proposed
amendments, any supplemental indenture and the Indenture are qualified in
their entirety by reference to the text of the Offer to Purchase and Consent
Solicitation Statement and the accompanying consent form, the supplemental
indenture and the Indenture. The completion of the Tender Offer and the
Consent Solicitation and the execution of any supplemental indenture is
subject to a number of conditions.
The Western Refining, Inc. logo is available at
CONTACT: Investor and Analyst Contact:
Jeffrey S. Beyersdorfer
Western Refining Inc. Logo
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