Northern Tier Energy Announces Sale of its General Partner by ACON Investments and TPG

Northern Tier Energy Announces Sale of its General Partner by ACON Investments
                                   and TPG

PR Newswire

RIDGEFIELD, Conn., Nov. 12, 2013

RIDGEFIELD, Conn., Nov. 12, 2013 /PRNewswire/ --Northern Tier Energy LP
(NYSE: NTI) ("Northern Tier Energy" or the "Company") today announced that its
private equity sponsors, ACON Investments, L.L.C. ("ACON") and TPG, have
entered into a definitive agreement to sell all of their interests in Northern
Tier Energy, including those of the general partner, to Western Refining, Inc.
(NYSE: WNR) ("Western Refining") for total consideration of $775 million plus
the distribution on the common units acquired with respect to the quarter
ended September 30, 2013. As a result of this transaction, Western Refining
now owns 100% of the general partner and 35,622,500 common units, or 38.7%, of
Northern Tier Energy. The balance of the limited partner units will remain
publicly traded. The transaction was signed and closed on November 12, 2013.

Hank Kuchta, Chief Executive Officer and President of Northern Tier Energy,
said, "We are excited to welcome Western Refining as a new strategic partner
and investor that is committed, as much as we are, to Northern Tier Energy's
long-term success. We thank ACON and TPG for their support over the past
three years and we now look forward to working together with the Western
Refining team to maximize value for all of our stakeholders."

Jeff Stevens, Chief Executive Officer and President of Western Refining, said,
"This investment further enhances our strategic goal of expanding our refining
presence in areas with direct pipeline access to cost-advantaged crude oil
resources. By adding these strategically aligned assets to our business
portfolio, this transaction adds scale to our business and diversifies our
operations by adding a new geographic region to our refining platform.
Northern Tier Energy's St. Paul Park refinery is a very successful refinery
with pipeline access to cost-advantaged crude oil and refined product regions
that historically have generated strong product margins. The combined strength
and scale of the two organizations will provide future growth opportunities
for both companies over the long-term."

Vinson & Elkins LLP served as legal counsel and Barclays and J.P. Morgan
Securities LLC served as co-financial advisors to ACON and TPG in the

About Northern Tier Energy

Northern Tier Energy LP (NYSE:NTI) is an independent downstream energy company
with refining, retail and pipeline operations that serves the PADD II region
of the United States. Northern Tier Energy operates a 92,500 barrels per
stream day refinery located in St. Paul Park, Minnesota that was acquired from
Marathon Oil Corporation in December 2010 by ACON and TPG. Northern Tier
Energy also operates 163 convenience stores and supports 74 franchised
convenience stores, primarily in Minnesota and Wisconsin, under the
SuperAmerica trademark, and owns a bakery and commissary under the SuperMom's
brand. Northern Tier Energy completed its initial public offering as a
variable-rate Master Limited Partnership in July 2012. Northern Tier Energy
is headquartered in Ridgefield, Connecticut. For more information visit

About Western Refining

Western Refining, Inc. is an independent refining and marketing company
headquartered in El Paso, Texas. The refining segment operates refineries in
El Paso, and Gallup, New Mexico. The Wholesale segment includes a fleet of
crude oil and finished product truck transports, and wholesale petroleum
products operations in Arizona, California, Colorado, Georgia, Maryland,
Nevada, New Mexico, Texas, and Virginia. The retail segment includes retail
service stations and convenience stores in Arizona, Colorado, New Mexico, and

Western Refining, Inc. also owns the general partner and approximately 65
percent of the limited partner interest of Western Refining Logistics
Partners, LP (NYSE: WNRL) which owns and operates logistics assets related to
the terminalling, transportation, and storage of crude oil and refined

More information about Western Refining is available at

About ACON Investments

ACON Investments is a Washington, D.C. based private equity firm with
additional offices in Los Angeles, Mexico City, Sao Paulo and Bogota. Founded
in 1996, ACON manages private equity funds with investments in the United
States, Europe and Latin America. ACON has been a longtime energy investor,
with experience in upstream and midstream oil and gas as well as investments
in power infrastructure and energy services, including Mariner Energy, Chroma
Oil & Gas, Milagro Exploration, Saga Resource Partners, SAE Towers, Sequitur
Energy Resources, Pro Energy, Signal International, Tropigas, and Vetra
Energia. For more information visit

About TPG

TPG is a leading global private investment firm founded in 1992 with $55.3
billion of assets under management and offices in San Francisco, Fort Worth,
Austin, Beijing, Chongqing, Hong Kong, London, Luxembourg, Melbourne, Moscow,
Mumbai, New York, Paris, Sao Paulo, Shanghai, Singapore and Tokyo. TPG has
extensive experience with global public and private investments executed
through leveraged buyouts, recapitalizations, spinouts, growth investments,
joint ventures and restructurings. TPG's select current and prior energy
investments by sector include oil and gas (Belden & Blake Corporation,
Chesapeake Energy, Denbury Resources, Maverick American Natural Gas, MI
Energy, Petro Harvester Oil and Gas), midstream and oil field services (Copano
Energy, Valerus Compression Services), downstream (Northern Tier Energy), coal
and power (Alinta Energy, Energy Future Holdings, Delta Dunia, Texas Genco),
chemicals (Kraton Performance Polymers, Nexeo Solutions) and cleantech
(Alphabet Energy, Amyris, Beta Renewables, China Renewable Energy, Elevance
Renewable Sciences, Greenko). For more information visit

Forward-Looking Statements

This press release contains certain "forward-looking statements" which reflect
Northern Tier Energy's views and assumptions on the date of this press release
regarding future events. They involve known and unknown risks, uncertainties
and other factors, many of which may be beyond its control, that may cause
actual results to differ materially from any future results, performance or
achievements expressed or implied by the forward-looking statements. All
forward-looking statements speak only as of the date hereof. Northern Tier
Energy undertakes no obligation to update or revise publicly any such
forward-looking statements. Northern Tier Energy cautions you not to place
undue reliance on these forward-looking statements. Please refer to Northern
Tier Energy's filings with the SEC for more detailed information regarding
these risks, uncertainties and assumptions.

SOURCE Northern Tier Energy LP

Contact: Institutional Investor and Analyst: Maria Testani, Phone: (203)
244-6498, Email:; or Individual Investor: Alpha IR
Group, Phone: (203) 244-6544, Email:; or Media: Christine
Carnicelli, Phone: (203) 244-6541, Email:
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