UNITED STATES
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 4, 2016 (February 3, 2016)
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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) | 001-32225
(Commission File Number) | 20-0833098
(I.R.S. Employer Identification Number)
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2828 N. Harwood, Suite 1300 Dallas, Texas (Address of principal executive offices)
| | 75201-1507 (Zip code)
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(214) 871-3555
Registrant’s telephone number, including area code
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 3, 2016, Mark A. Plake was appointed President of Holly Logistic Services, L.L.C. (the “Company”), the ultimate general partner of Holly Energy Partners, L.P. (the “Partnership”), effective February 15, 2016.
Mr. Plake, 57, has served as Vice President, Marketing of HollyFrontier Corporation (“HFC”) since April 2011. Mr. Plake will resign from such position effective February 15, 2016. Mr. Plake previously served in various roles at Holly Corporation, including:
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• | Vice President, Holly Asphalt and Government Affairs from February 2007 to April 2011, |
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• | Vice President, Special Projects from April 2006 to February 2007, |
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• | Vice President, Human Resources and Government Affairs from January 2004 to April 2006, |
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• | Assistant to the President and Vice President, Government Affairs from January 2003 to January 2004, |
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• | Manager, Human Resources from October 2000 to January 2003, and |
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• | Director of Special Projects from March 1999 to October 2000. |
The Compensation Committee of the Board of Directors of the Company has not yet determined the material elements of Mr. Plake’s compensation. The Partnership will file an amendment to this Current Report on Form 8-K within four business days of such determination.
There are no arrangements or understandings between Mr. Plake and any other person pursuant to which he was selected as an officer. Mr. Plake does not have any family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. There are no transactions in which Mr. Plake has an interest requiring disclosure under item 404(a) of Regulation S-K.
Effective February 15, 2016, Michael C. Jennings will resign from his position as President of HLS. Mr. Jennings will remain Chief Executive Officer and director of HLS and Executive Chairman of HFC.
Item 7.01. Regulation FD Disclosure.
On February 4, 2016, the Partnership issued a press release announcing the appointment of Mr. Plake as President of HLS and the resignation of Mr. Jennings as President of HLS, in each case, effective February 15, 2016. A copy of the Partnership’s press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.
The information contained in, or incorporated into, this Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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99.1 | Press release of the Partnership issued February 4, 2016.* |
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* Furnished herewith.
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.
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| | | | HOLLY ENERGY PARTNERS, L.P. |
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| | | | By: | HEP LOGISTICS HOLDINGS, L.P. its General Partner |
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| | | | By: | HOLLY LOGISTIC SERVICES, L.L.C. its General Partner |
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| | | | By: | /s/ Denise C. McWatters |
| | | | | |
| | | | Name: | Denise C. McWatters |
| | | | Title: | Senior Vice President and General Counsel |
Date: February 4, 2016
EXHIBIT INDEX
Exhibit Number Exhibit Title
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99.1 | Press release of the Partnership issued February 4, 2016.* |
________________________
* Furnished herewith.
Holly Energy Partners Announces Senior Management Change
DALLAS--(BUSINESS WIRE)-- Holly Energy Partners, L.P. (NYSE: HEP) today announced that the Board of Directors of Holly Logistic Services, L.L.C. ("HLS"), the ultimate general partner of HEP, has appointed Mark A. Plake as President of HLS effective February 15, 2016. In connection with his appointment, Mike Jennings will resign as President of HLS effective February 15, 2016. Mr. Jennings will continue to serve as Chief Executive Officer and a director of HLS and Executive Chairman of HollyFrontier Corporation (NYSE: HFC).
Since joining HFC in 1999, Mr. Plake served in various roles including Vice President, Holly Asphalt; Vice President, Special Projects; and Vice President, Human Resources and Government Affairs. Effective February 15, 2016, Mr. Plake will resign from his most recent position as Vice President, Marketing of HFC, which he has served in since April 2011.
Mr. Jennings commented, “Mark has been an important part of the HFC team for more than 15 years, primarily in commercial and market facing roles. We look forward to leveraging Mark's leadership and relationships to continue to profitably grow Holly Energy Partners.”
About Holly Energy Partners, L.P.:
Holly Energy Partners, L.P., headquartered in Dallas, Texas, provides petroleum product and crude oil transportation, tankage and terminal services to the petroleum industry, including HollyFrontier Corporation, which currently owns a 39% interest (including a 2% general partner interest), in the Partnership. The Partnership owns and operates petroleum product and crude pipelines, tankage, terminals and loading facilities located in Texas, New Mexico, Oklahoma, Arizona, Washington, Kansas, Wyoming, Idaho and Utah. In addition, the Partnership owns a 75% interest in UNEV Pipeline, LLC, the owner of a Holly Energy operated refined products pipeline running from Salt Lake City, Utah to Las Vegas, Nevada, and related product terminals, a 50% interest in Frontier Pipeline Company, the owner of a 289-mile crude oil pipeline running from Casper, Wyoming to Frontier Station, Utah, and a 25% interest in SLC Pipeline LLC, the owner of a 95-mile intrastate pipeline system serving refineries in the Salt Lake City, Utah area.
The statements in this press release relating to matters that are not historical facts are "forward-looking statements" within the meaning of the federal securities laws. Forward-looking statements use words such as "anticipate," "project," "expect," "plan," "goal," "forecast," "intend," "should," "would," "could," "believe," "may," and similar expressions and statements regarding our plans and objectives for future operations. These statements are based on our beliefs and assumptions and those of our general partner using currently available information and expectations as of the date hereof, are not guarantees of future performance and involve certain risks and uncertainties. Although we and our general partner believe that such expectations reflected in such forward-looking statements are reasonable, neither we nor our general partner can give assurance that our expectations will prove to be correct. All statements concerning our expectations for future results of operations are based on forecasts for our existing operations and do not include the potential impact of any future acquisitions. Our forward-looking statements are subject to a variety of risks, uncertainties and assumptions. If one or more of these risks or uncertainties materialize, or if underlying assumptions prove incorrect, our actual results may vary materially from those anticipated, estimated, projected or expected. Certain factors could cause actual results to differ materially from results anticipated in the forward-looking-statements. These factors include, but are not limited to:
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• | risks and uncertainties with respect to the actual quantities of petroleum products and crude oil shipped on our pipelines and/or terminalled, stored and throughput in our terminals; |
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• | the economic viability of HollyFrontier Corporation, Alon USA, Inc. and our other customers; |
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• | the demand for refined petroleum products in markets we serve; |
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• | our ability to purchase and integrate future acquired operations; |
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• | our ability to complete previously announced or contemplated acquisitions; |
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• | the availability and cost of additional debt and equity financing; |
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• | the possibility of reductions in production or shutdowns at refineries utilizing our pipeline and terminal facilities; |
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• | the effects of current and future government regulations and policies; |
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• | our operational efficiency in carrying out routine operations and capital construction projects; |
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• | the possibility of terrorist attacks and the consequences of any such attacks; |
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• | general economic conditions; and |
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• | other financial, operations and legal risks and uncertainties detailed from time to time in our Securities and Exchange Commission filings. |
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.
Holly Energy Partners, L.P.
Julia Heidenreich, 214-954-6511
Vice President, Investor Relations
or
Craig Biery, 214-954-6511
Investor Relations
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