Filed by Holly Corporation
Pursuant to Rule 425 under
the Securities Act of 1933
and deemed filed pursuant
to Rule 14a-12 under the Securities Exchange Act
of 1934
Subject Company: Holly Corporation
Commission File No.: 001-03876
Set forth below is the text of a press release issued by Holly Corporation on
June 2, 2003.
# # # # # # #
FOR IMMEDIATE RELEASE
HOLLY CORPORATION ANNOUNCES CLOSING OF ACQUISITION OF WOODS CROSS
REFINERY AND RELATED ASSETS FROM CONOCOPHILLIPS
Dallas, Texas, June 2, 2003 - Holly Corporation (AMEX - HOC) announced
today that it has closed its acquisition of the Woods Cross refinery, located
near Salt Lake City, Utah, and related assets from ConocoPhillips (NYSE - COP)
effective June 1, 2003.
The closing of the acquisition of the Woods Cross refinery and related
assets satisfies a condition to the completion of the pending merger of Frontier
Oil Corporation (NYSE - FTO) and Holly. Completion of the pending merger of the
two companies remains subject to, among other things, both companies receiving
stockholder approval.
Holly Corporation also announced that it has amended its Credit and
Reimbursement Agreement with a group of banks headed by the Canadian Imperial
Bank of Commerce, and increased the commitment level of the Agreement. The
Company will now have access to $100 million of commitments that can be used for
revolving credit loans and letters of credit. Previously, the Company had access
to $75 million of commitments, of which $37.5 million could be used for
revolving credit loans.
Holly, headquartered in Dallas, Texas, operates a 60,000 bpd refinery
located in Artesia, New Mexico that is being expanded to 75,000 bpd, a 25,000
bpd refinery in Woods Cross, Utah, and a 7,500 bpd refinery in Great Falls,
Montana. Holly also operates approximately 2,000 miles of crude oil and refined
product pipelines in the west Texas and New Mexico region, Permian Basin crude
gathering operations and refined product terminals.
The following is a "safe harbor" statement under the Private Securities
Litigation Reform Act of 1995: The statements in this press release relating to
matters that are not historical facts are forward-looking statements based on
management's belief 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. Although the Company believes that the
expectations reflected in such forward-looking statements are reasonable, the
Company cannot give any assurances that these expectations will prove to be
correct. Therefore, actual outcomes and results could materially differ from
what is expressed, implied or forecast in such statements. Such differences
could be caused by a number of factors including, but not
limited to, risks and uncertainties with respect to the actions of actual or
potential competitive suppliers of refined petroleum products in the Company's
markets, the demand for and supply of crude oil and refined products, the spread
between market prices for refined products and market prices for crude oil, the
possibility of constraints on the transportation of refined products, the
possibility of inefficiencies or shutdowns in refinery operations or pipelines,
effects of governmental regulations and policies, the availability and cost of
financing to the Company, the effectiveness of the Company's capital investments
and marketing strategies, the Company's efficiency in carrying out construction
projects, the successful integration of the Woods Cross refinery, the completion
of the proposed transaction with Frontier Oil Corporation, the possibility of
terrorist attacks and the consequences of any such attacks, general economic
conditions, and other financial, operational and legal risks and uncertainties
detailed from time to time in the Company's Securities and Exchange Commission
filings. The Company assumes no duty to publicly update or revise such
statements, whether as a result of new information, future events or otherwise.
Frontier and Holly have filed a preliminary joint proxy
statement/prospectus and other documents regarding the proposed transaction
described in this press release with the Securities and Exchange Commission as
part of a Registration Statement on Form S-4 filed by Front Range Himalaya
Corporation. Investors and security holders are urged to read the preliminary
joint proxy statement/prospectus included in such Registration Statement because
it contains important information about Frontier and Holly and the proposed
transaction. A definitive joint proxy statement/prospectus will be sent to
security holders of Frontier and Holly seeking their approval of the
transaction. Investors and security holders may obtain a free copy of the
definitive joint proxy statement/prospectus (when available) and other documents
filed by Frontier and Holly with the SEC at the SEC's web site at www.sec.gov.
The definitive joint proxy statement/prospectus and other relevant documents may
also be obtained free of cost by directing a request to Frontier Oil
Corporation, attention: Doug Aron, 10000 Memorial Drive, Suite 600, Houston,
Texas 77024 or Holly Corp., attention: John Glancy, 100 Crescent Court, Suite
1600, Dallas, Texas 75201.
Frontier and Holly and their respective directors and executive
officers may be deemed to be participants in the solicitation of proxies from
the shareholders of Frontier and Holly in connection with the merger.
Information about Frontier and Holly and their respective directors and officers
can be found in Proxy Statements, Annual Reports on Form 10-K and Quarterly
Reports on Form 10-Q filed by Frontier and Holly with the SEC. Additional
information regarding the interests of those persons may be obtained by reading
the preliminary joint proxy statement/prospectus and the definitive joint proxy
statement/prospectus when it becomes available.
FOR FURTHER INFORMATION, Contact:
Matthew P. Clifton, President
Stephen J. McDonnell, Vice President and Chief Financial Officer
Holly Corporation
214-871-3555