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): May 8, 2009 (May 8, 2009)
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)
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001-32225
(Commission File Number)
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20-0833098
(I.R.S. Employer
Identification Number) |
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100 Crescent Court,
Suite 1600
Dallas, Texas
(Address of principal
executive offices)
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75201-6915
(Zip code) |
Registrant’s telephone number, including area code: (214) 871-3555
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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 Regulation FD Disclosure.
On May 8, 2009, Holly Energy Partners, L.P. (the “Partnership”) issued a press release
announcing that it has closed its previously announced public offering of 2,000,000 common units
representing limited partner interests in the Partnership. In connection with the offering, the
Partnership granted the underwriters a 30-day option to purchase a maximum of 300,000 additional
common units to cover over-allotments, if any. The common units were offered and sold pursuant to
an effective shelf registration statement on Form S-3 previously filed with the Securities and
Exchange Commission (the “SEC”). Goldman, Sachs & Co. and UBS Investment Bank acted as joint
book-running managers for the offering, and SMH Capital acted as co-manager.
This report on Form 8-K and the press release furnished as Exhibit 99.1 is neither an offer to
sell nor a solicitation of an offer to buy any of the securities described herein, and shall not
constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of such
jurisdiction.
In accordance with General Instruction B.2 of Form 8-K, the information furnished in this
report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”), or otherwise subject to the
liabilities of that section, unless the Partnership specifically incorporates it by reference in a
document filed under the Exchange Act or the Securities Act of 1933. By filing this report on Form
8-K and furnishing this information, the Partnership makes no admission as to the materiality of
any information in this report, including Exhibit 99.1, or that any such information includes
material investor information that is not otherwise publicly available.
The information contained in this report on Form 8-K, including the information contained in
Exhibit 99.1, is summary information that is intended to be considered in the context of the
Partnership’s Securities and Exchange Commission (“SEC”) filings and other public announcements
that the Partnership may make, by press release or otherwise, from time to time. The Partnership
disclaims any current intention to revise or update the information furnished in this report on
Form 8-K, including the information contained in Exhibit 99.1, although the Partnership may do so
from time to time as its management believes is warranted. Any such updating may be made through
the furnishing or filing of other reports or documents with the SEC, through press releases or
through other public disclosure.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit |
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Description of Exhibit |
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99.1 |
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Press Release dated May 8, 2009, announcing the closing of the
public offering of common units. |
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