Current Report Filing (8-k)
June 23 2016 - 5:17PM
Edgar (US Regulatory)
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): June 23, 2016
Northern Tier Energy LP
(Exact name of registrant as specified in its charter)
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Delaware
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001-35612
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80-0763623
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(State or Other Jurisdiction
of Incorporation or Organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1250 W. Washington Street, Suite 300
Tempe, Arizona
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85281
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (602) 302-5450
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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¨
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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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Item 7.01
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Regulation FD Disclosure.
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On June 23, 2016, Western Refining, Inc.
(
WNR
) and Northern Tier Energy LP (
NTI
) issued a joint press release announcing that NTI common unitholders voted to approve the previously announced merger of NTI and a subsidiary of WNR (the
Merger
) pursuant to the Agreement and Plan of Merger dated as of December 21, 2015, by and among NTI, WNR and various of their respective affiliates and to approve, on an advisory, non-binding basis, the compensation
payments that may be paid or become payable to NTIs named executive officers in connection with the Merger. The press release also announced that on June 23, 2016, all closing conditions to the Merger were satisfied, and the Merger was
successfully completed.
The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated
by reference herein.
The information contained in this Current Report on Form 8-K (including the exhibit) is being
furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act
), or otherwise subject to the liabilities of that Section. The
information contained in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly
set forth by specific reference in any such filing.
Item 9.01
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Financial Statements and Exhibits.
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Exhibit
Number
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Description
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99.1
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Press Release of Western Refining, Inc. and Northern Tier Energy LP, dated June 23, 2016.
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Northern Tier Energy LP
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By:
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Northern Tier Energy GP LLC,
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its general partner
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By:
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/s/ Karen B. Davis
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Name:
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Karen B. Davis
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Title:
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Executive Vice President and Chief Financial Officer
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Date: June 23, 2016
3
EXHIBIT INDEX
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Exhibit
Number
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Description
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99.1
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Press Release of Western Refining, Inc. and Northern Tier Energy LP, dated June 23, 2016.
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Northern Tier Energy LP Common Units Representing Limited Partner Interests (delisted) (NYSE:NTI)
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