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EX-99.1 - PRESS RELEASE - Northern Tier Energy LPd426727dex991.htm
EX-99.2 - LAUNCH PRESS RELEASE - Northern Tier Energy LPd426727dex992.htm

 

 

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): October 17, 2012

 

 

Northern Tier Energy LP

Northern Tier Energy LLC

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

Delaware

 

001-35612

333-178458

 

80-0763623

27-3005162

(State or other jurisdiction of
incorporation or organization)
 

(Commission

File Number)

  (I.R.S. Employer
Identification No.)

 

38C Grove Street, Suite 100

Ridgefield, Connecticut

  06877
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (203) 244-6550

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 (see General Instruction A.2. below):

 

¨ 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 2.02 Results of Operations and Financial Condition.

On October 18, 2012, Northern Tier Energy LP (the “Partnership”) issued a press release disclosing preliminary results of the Partnership for the third quarter of 2012. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

ITEM 8.01 Other Events.

On October 17, 2012, Northern Tier Energy LLC (the “Company”), a wholly-owned subsidiary of the Partnership, announced the launch of a tender offer and consent solicitation for its 10.50% Senior Secured Notes due 2017 (the “Tender Offer”). The Tender Offer will expire on November 14, 2012, unless extended or earlier terminated by the Company in its sole discretion.

A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
No.

  

Description of Exhibit

99.1    Press release dated October 18, 2012.
99.2    Launch press release dated October 17, 2012.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

 

    Northern Tier Energy LP
    By:  

Northern Tier Energy GP LLC,

its general partner

Date: October 18, 2012     By:  

/s/ Peter T. Gelfman

      Peter T. Gelfman
      Vice President, General Counsel and Secretary

 

    Northern Tier Energy LLC
Date: October 18, 2012     By:  

/s/ Peter T. Gelfman

      Peter T. Gelfman
      Vice President, General Counsel and Secretary


EXHIBIT INDEX

 

Exhibit
No.

  

Description of Exhibit

99.1    Press release dated October 18, 2012.
99.2    Launch press release dated October 17, 2012.