Exhibit 99.5

				Raw Transcript

03-Aug-2021

HollyFrontier Corp. (HFC)

Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair Transportation Company

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

MANAGEMENT DISCUSSION SECTION

Operator: Good morning and welcome to HollyFrontier’s and Holly Energy Partners Investor Conference Call. At this time, all participants have been placed in listen-only made. The call begin – will open for your questions following the presentation. As a reminder, this conference call is being recorded and the press release and slide presentation regarding today’s announcements are available on the Investor Relations section of the HollyFrontier and Holly Energy Partners websites. The archived replay can also be accessed on both websites following the call.

I will now turn the call over to your host, Craig Biery, Vice President of Investor Relations. Mr. Biery, you may now begin.

Craig Biery

Vice President-Investor Relations, HollyFrontier Corp.

Thank you, Loryn. Good morning, everyone, and thank you for joining us. On the call with me today are Mike Jennings, Chief Executive Officer and President of HollyFrontier and Chief Executive Officer of Holly Energy Partners; and Rich Voliva, Executive Vice President and Chief Financial Officer of HollyFrontier and President of Holly Energy Partners. We are also joined by Tim Go, Executive Vice President and Chief Operating Officer of HollyFrontier; and Tom Creery, President of HollyFrontier Renewables.

Before we proceed with remarks, please note the Safe Harbor disclosure statement in today’s press release. In summary, if such statements are made regarding management expectations, judgments or predictions or forward-looking statements, these statements are intended to be covered under the Safe Harbor provisions of federal security laws.

There are many factors that could cause results to differ from expectations including those noted in our SEC filings. The call also may include discussion of non-GAAP measures. Please see the earnings press release for reconciliations to get financial measures. Also, please note any time sensitive information provided on today’s call may no longer be accurate at the time of any webcast replay or rereading of the transcript.

And with that, I’ll turn the call over to my Mike Jennings.

Michael C. Jennings

Chief Executive Officer, President & Director, HollyFrontier Corp.

Hey. Thanks, Craig, and good morning, everyone. We are thrilled to share the news this morning that

HollyFrontier Corporation and Holly Energy Partners have entered into definitive agreements with the Sinclair companies. In light of that, we’ll be doing things a little differently on the call today. Rich and I will first walk through the transactions and the expected benefits they will create for HollyFrontier, Holly Energy Partners, and our shareholders. After that, Rich will briefly review HFC and HEP’s results for the quarter before we turn it over for questions.

Starting on slide 3, to put it simply, the acquisition of Sinclair’s assets will be transformative for both HollyFrontier and Holly Energy Partners. It diversifies and scale HollyFrontier’s portfolio with the addition of Sinclair’s iconic brands and integrated distribution network, its renewable diesel business which was a first-mover in the space, and its two complementary refineries in the Rocky Mountain region.

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HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

And we expect it will strengthen our financial position, increasing our earnings cash flow and free cash flow within the first year, positioning us to increase returns to shareholders while we deepen our commitment to ESG and sustainability. For HEP too, this transformative transaction provide strategic and financial benefits. With the addition of Sinclair’s integrated network of pipelines and storage facilities, HEP will have the scale and incremental earnings power to capture new growth opportunities and focus on increasing returns to unitholders.

Turning to slide 4, this transaction follows a decade of growth since the merger of Holley and Frontier. We’ve spent the greater part of that period expanding our refining business, building our renewables business, establishing and growing our lubricants business, and benefiting from our interest in Holly Energy Partners.

Since 2011, we’ve returned more than $3.6 billion in cash through special and regular dividend, and an additional $2.3 billion through share repurchases. Similar to our 2011 merger, we believe these transactions with Sinclair represent an inflection point for our company. We know the holding family well and have deep respect for the brand and the business they and generations of Sinclair employees have built over the last century plus. We’re pleased that Sinclair will retain a significant stake in our combined companies. And we’re incredibly excited about beginning this next chapter as HF Sinclair.

I’ll turn now to a brief overview of the details of the transactions on slide 5. First, the HollyFrontier transaction. HollyFrontier is acquiring Sinclair’s branded marketing business and all commercial activities related thereto, which build upon an iconic brand with exceptional customer loyalty. Also, Sinclair’s renewable diesel business and Sinclair’s two Rocky Mountain-based refineries. Sinclair’s hospitality ranching and upstream oil and gas businesses are not part of this transaction. HollyFrontier will create a new publicly traded holding company named HF Sinclair Corporation. Sinclair shareholders will receive approximately 60.2 million shares in the newly formed HF Sinclair equal to 26.75% of the company.

HollyFrontier’s existing shareholders will own 73.25% of the equity or approximately 164.9 million shares of the common stock of HF Sinclair. As a result, each outstanding share of HollyFrontier common stock will convert into one share of HF Sinclair common stock at the closing. The all-stock transaction has a value of $1.8 billion based on HollyFrontier’s closing stock price on July 30, 2021, and Sinclair comes with no debt. Upon closing, HollyFrontier’s existing senior management tea will operate the combined company and Sinclair has been granted the right to nominate two directors to HF Sinclair Board of Directors at the closing. The transaction is expected to close in mid-2022.

And now, I’ll turn the call to Rich.

Richard Lawrence Voliva

President, HollyFrontier Corp.

Thank you, Mike. Good morning, everybody. Turning to slide 6, HEP will acquire Sinclair’s integrated crude and refined product pipeline internal assets comprised of 1,200 of pipeline, eight product terminals, and two crude terminals with 4.5 million barrels of operating storage. It will also acquire Sinclair’s interest in three midstream joint ventures for crude gathering and product off-take including Powder Flats Pipeline, Pioneer Pipeline, and the remaining interest in the UNEV Pipeline of which we already own a significant stake.

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Critically, this transaction provides additional scale and earnings power to HEP. It’s expected add $70 million to $80 million of annual EBITDA.

Over 75% of the revenue on these assets will be supported by long-term minimum volume commitments HF Sinclair. Under the terms of the HEP transaction, Sinclair shareholders will receive $21 million HEP common units and $325 million of cash for total consideration of $758 million based on HEP’s closing price on July 30, 2021. On closing of the acquisition, HEP’s existing senior management team will continue to operate the company and Sinclair has been granted the right to nominate one director for the HEP board at closing.

The HEP transaction is also expected to close in mid-2022.

Unverified Participant

Thanks, Rich. So, turning to slide 7, HF Sinclair will be well-positioned for the next decade and beyond. We expect to generate shareholder value through strong free cash flow, increased earnings per share as well as realizing synergies all of which underpin a commitment to deliver enhanced cash returns to shareholders and will fuel our continued growth.

Moving to slide 8. HollyFrontier and Sinclair share a common philosophy on commitments to environmental stewardship, sustainability, and strong corporate governance that will endure and be strengthened within HF Sinclair. The transaction will increase the scale of our renewable diesel business. This is a critical step forward as we diversify our business for a low carbon future. Our cultures also share a deep commitment to safety which is important to us as we strive every day to put our people first, do right by our communities, and manage risk.

We also take very seriously the responsibility for supplying the exceptional products that provide our customers with mobility and quality of life. And at the governance level, our board is equipped with the right mix of skills and experience to oversee the company and ensure we are delivering for our shareholders and our other stakeholders.

Turning to slide 9. You can clearly see how we are creating scale in our geographies, diversifying our business, and building an integrated business with a strong marketing presence. With that in mind, I want to take some time walking through why these individual businesses are a complementary fit with our existing business. And then, [indiscernible] 00:09:46 some of the compelling strategic benefits of this acquisition.

On slide 10, I’ll begin with the marketing branded business.

By add – by adding a branded wholesale business, the combined company will have a significant base business and the opportunity to grow this iconic brand across a range of HF Sinclair products and geographies through a consistent sales channel. The Sinclair dinosaur known as Dino is one of the industry’s most recognized symbols and will represent the brand for HF Sinclair.

We’re thrilled to bring onboard Sinclair’s marketing team who will help us to manage and grow our footprint of over 300 distributors and 1,500 branded locations across 30 states with over 2 billion gallons of annual branded fuel sales. The marketing business provides significant renewable identification or RIN generation through Sinclair’s integrated product distribution network. The addition of the branded marketing business also provides the consistent sales channel for produced fuels with stable margins as well as additional earnings from brand licensing and credit card programs.

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Turning now to renewables on slide 11. Sinclair was a first mover in this space. Its renewable diesel unit co-located at its Sinclair Wyoming refinery has been operational since 2018 and was recently expanded to produce 10,000 barrels per day. Sinclair is also currently in the process of constructing a pretreatment unit allowing for further feedstock advantage and flexibility.

Feedstock flexibility generates higher low carbon fuel standard value through lower carbon intensity while also mitigating single feedstock risk. The pretreatment unit is expected to be completed in mid-2022. The combined renewable diesel business will have the scale and size to support logistical procurement, EBITDA and operational synergies and will enhance our ESG profile as we help to facilitate a clean energy transition. Together, we will be a leading producer of renewable diesel in the US with three renewable diesel production facilities with an anticipated production of approximately 380 million gallons annually.

Beyond the facilities, the Sinclair team brings significant renewables expertise that we intend to leverage and to capture further synergy opportunities. In short, this is a key part of the transaction. With Sinclair, we are standing in a fast-growing segment and we will have additional size and scale to support logistical, procurement, feedstock and operational synergies.

Turning to the refining business on slide 12, we are adding two refineries that are complementary to

HollyFrontier’s existing refinery network, expanding the company’s combined footprint in the Rocky Mountain region. Together, the Sinclair and gas refineries add almost 125,000 barrels per day of operating capacity and approximately 5.2 million barrels of storage.

The Sinclair refinery distributes products by pipelines to Denver and Salt Lake City and the Casper refinery delivers products across the Eastern Rocky Mountain region and South Dakota. Like HollyFrontier’s existing refineries, the Sinclair refineries are feedstock advantage given their northern tier access to Canadian and Rocky Mountain crudes. Each refinery has the complexity to convert discounted crude oils into a high percentage of gasoline, diesel and other high value refined products.

Looking at our combined refining network, we will feature seven complex refineries in the mid-continent, southwest, Rocky Mountain and Pacific Northwest regions with the combined crude and oil processing capacity or 678,000 barrels per day. With these additions, the combined company has an opportunity to create significant value through increased reliability and an improved cost structure.

Rich?

Richard Lawrence Voliva

President, HollyFrontier Corp.

Okay. Turning to slide 13, Holly Energy Partners acquisition of Sinclair’s expansive network of crude and product assets provides an integrated system with connectivity to key crude hubs in the Rockies including Casper and Guernsey. Together, the combined company will operate 4,600 miles of pipeline and 19 terminals with over 20 million barrels of storage capacity.

HEP will also acquire stakes in three joint ventures serving crude production in the Powder River Basin and product distribution for Wyoming through Utah and Nevada. Consistent with HEP’s existing business, these assets will be supported by long-term minimum volume commitments representing 75% of the revenue generated. We expect this will translate to $70 million – to $80 million annually from this acquisition of EBITDA and grow HEP in a $400 million to $450 million in annual EBITDA.

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HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Let’s turn to financial aspects of these acquisitions. We expect to generate $100 million of run rate synergies within the first two years post-closing through a combination of commercial improvements, operating expense reductions and SG&A savings. On the commercial side, we expect to increase gross margin by $40 million through multiple opportunities such as the sale of legacy HollyFrontier refined product through the branded wholesale business, improvements in renewable diesel sales values and feedstock costs. From operating expense perspective, we anticipate another $40 million in cost savings primarily through the optimization of the combined company’s renewable diesel logistics and improvements from our procurement activities.

And finally, we also expect $20 million in traditional SG&A reductions associated with corporate savings. In addition to these run rate synergies, we expect to generate another $100 million to $200 million in onetime savings during the first two years from working capital benefits.

Turning to slide 15. Transactions is expected to be accretive for the company’s earnings, cash flow, and free cash flow within the first year. In a mid-cycle environment, total EBITDA for HF Sinclair is expected to be over $2.5 billion per year. And we anticipate after-tax free cash flow of approximately $1.5 billion per year. HollyFrontier’s credit profile will be enhanced as part of the combined company through reduced leverage, increased scale, and diversification of our businesses. Consistent with our history, we expect to maintain a strong balance sheet and investment grade credit rating.

Fueled by significant free cash flow generation, the combined company will be able to support a balanced approach to capital investment and cash return to shareholders.

To that end, slide 16, laid the HollyFrontier’s renewed commitments to returning capital to our shareholders. In the near term, as previously announced, we intend to reinstate the regular quarterly dividend of $0.35 per share no later than the second quarter of 2022. In the medium-term, we intend to return $1 billion of cash to our shareholders through regular dividends and share repurchases by the first quarter of 2023.

Over the next 18 months, this represents a cash return from [indiscernible] 00:17:44 15%. And returns increased from there. For 2023 and beyond, we intend to implement target payout ratio comprised both of dividends and share repurchase of 50% of adjusted net income. Bottom line, we are committing to substantial capital returns as we realize the benefits of our growth initiatives in renewables and the acquisitions of the Puget Sound Refinery and Sinclair Oil.

Turning to slide 17 and HEPs, the sustainable free cash flow we expect to generate by this transaction will support our deleveraging strategy while allowing for increasing unitholder returns. In the near term, we intend to reduce leverage and maintain our quarterly distribution of $0.35 per unit. Inclusive of the Sinclair acquisition in 2023, we expect to reach a leverage ratio of 3.5 times and increased distributions with a targeted coverage ratio of 1.5 times and maintaining the option to repurchase the units.

Longer term, 2024 and beyond, our goal is to maintain leverage below 3 times and increase the distribution with a target coverage ratio of 1.3 times, again, with the option to repurchase units. We expect that these increases to the quarterly distribution and optional unit repurchases will be funded through excess free cash flow.

Mike?

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HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Michael C. Jennings

Chief Executive Officer, President & Director, HollyFrontier Corp.

Yeah. Thanks. Looking ahead on slide 18, we’ve presented a roadmap to completion. The transaction has been approved unanimously by the Board of Directors of both companies and is subject to certain closing conditions including receipt of regulatory clearance, excuse me. We expect to close in mid-2022. And so I will now ask Rich to walk through the second quarter financial results for both HollyFrontier and Holly Energy Partners.

Richard Lawrence Voliva

President, HollyFrontier Corp.

Okay. Thank you, Mike. Details of our earnings are available in this morning’s press releases. HollyFrontier reported net income attributable to stockholders of $169 million or $1.03 per diluted share and adjusted net income of $143 million or $0.87 per diluted share for the second quarter. Reported consolidated EBITDA was $444 million and adjusted EBITDA was $335 million. Our strong second quarter results were driven by sequential improvements in refining margins in both the West and Mid-Continent regions, as well as strengthening base of our margins which are visible in the results from the rack back portion of HollyFrontier lubes and specialties as well as in the Tulsa Refinery.

In the second quarter of 2021, net cash provided by operations totaled $428 million. And at June 30, our cash balance stood at approximately $1.4 billion representing a bill of approximately $205 million in the quarter. For the third quarter of 2021, in our refining business we anticipate running between 380,000 and 400,000 barrels per day of crude oil. At HEP, we reported second quarter net income attributable to unit holders of $56 million or $0.53 per unit and reported EBITDA of $88 million all supported by continued improvement in crude and refined product demand within the markets we serve.

Distributable cash flow was $67 million for the quarter representing a 2% increase versus the same period last year. HEP announced a quarterly distribution of $0.35 per unit to be paid on

August 13, the unitholders of record on August 2.

With that, I’ll hand it back to Mike for some closing comments.

Michael C. Jennings

Chief Executive Officer, President & Director, HollyFrontier Corp.

Okay. Thanks for those details, Rich. The second quarter was financially and operationally very solid. Ending on slide 19, as we communicated today, we believe this transaction will drive value for all of our stakeholders. With more diversified and integrated revenues and with increased scale, this transaction is a win. Shareholders will benefit from the free cash flow synergies and accretion which will enable a balanced approach to investment and cash return to shareholders.

For customers and partners, we will extend the reach of our products and network of pipelines and storage facilities and for employees, this transaction adds a strong and talented workforce across all of our business segments. I’m confident that together we will capitalize on the many opportunities this combination with Sinclair will provide.

And with that, Loryn, we’re going to open the line for questions. Thank you.

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

QUESTION AND ANSWER SECTION

Operator: The floor is now open to the questions. [Operator Instructions] Our first question comes from Ryan Todd from Piper Sandler. Ryan, your line is now open.

Great. Thanks. Good morning and congratulation, guys. Maybe can you just talk from, I guess a couple of high level strategic things on a deal. I mean after the timing of [indiscernible] 00:23:36 deal earlier this year, can you maybe talk about the timing of, you know, what’s now multiple kind of transformative transactions in a single year or what – how you view that the environment is kind of driven whether – whether it’s you know more willing sellers or more of an opportunistic outlook from you all. And how does this you know particularly this Sinclair deal could position you differently for an uncertain refining environment going forward versus how you – how you view yourselves previously?

A

Absolutely, Ryan. Thanks for being on the call. Listen, our company has taken on a major strategic shift in the past 18 months as we’ve worked to add renewable fuels to our mix and protect our feedstock economics to pretreatment, redouble our efforts to improve reliability and asset utilization at the refineries, increase our asset quality, and add a high value products market through investment in Puget Sound.

And now combining with Sinclair to add a really exceptional downstream branded marketing channel, increase production of renewables both on a relative and absolute basis, and increase our presence in the Rocky Mountain states. All very intentional while also adding a logistics network that knits this together. This is exceptionally transformative for us and I think it differentiates us from many other downstream businesses in the business that we have built here and in response to the environment that we’re now in.

So we think that HF Sinclair is going to be a great place to work and we’ll support the forward leaning capital return strategy that we’ve laid out alongside this deal. As your – as it pertains to your comment on the market and on asset availability,

What I’d say is this isn’t really responsive to willing sellers, but rather our desire to build the business in a manner that we think is going to be durable for the future.

Thanks, Mike. Maybe I’ll follow up on cash returns. I mean, you laid out kind of a near-term, midterm, and long-term strategy for capital allocation. Can you maybe talk a little bit about what metrics are going to drive the reinstatement of the dividend and the buyback? You mentioned the reinstatement of the dividend no later than the second quarter of 2022. What would allow you? Is there an environment that would allow you to reinstate that earlier? Depending on the environment, is there a risk that it could slip further and maybe the same kind of questions on the billion dollars of cash return and the outlook for the buyback, is there kind of an underlying cash flow in 2022 that support that expected buyback and how could that swing either way?

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HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Hey Ryan. Morning. It’s Rich. So, with respect to the dividend, again, it will be reinstated no later than the second quarter of 2022 and we’re optimistic depending on the markets, to your point, that we can come back earlier than that. With respect to the buyback, absolutely. Look, we, as you can tell, expect to add a lot of cash flow in the next 6 to 12 months between renewables, Puget Sound, and then, Sinclair. And at the same time, obviously, our capital expenditures will be falling dramatically in 2022 versus 2021. So, free cash flow generation here is going to go up dramatically. And we intend to return that to the shareholder.

Operator: Our next question comes from Theresa Chen from Barclays. Theresa, your line is now open.

Good morning. Thank you for taking my questions. Maybe if I can just follow-up on the last question that Ryan asked about the macro environment that underlies your assumptions to get to, not just the target EBITDA and free cash flow, but also the capital allocation targets. What has to happen in terms of broad-based benchmark cracks, differentials capture, where your assumptions that underlie your expectation that you’ll be able to achieve these targets?

Theresa, good morning. It’s Rich. They’re not – I would not call them terribly

...aspirational. Our internal estimates are not very dissimilar from consensus. You’re probably a touch lower. So really we just need the macro environment not to get worse. And again, we expect to generate a large amount of free cash over that scenario. I think if we’re better than that, it’ll be even better. But really, we’re not assuming some sort of dramatic recovery or anything exotic in order to get to these numbers.

A

Theresa, I think if you take the second quarter as an example, our business is in a very healthy state right now, really. All aspects of it are working well. We were looking forward to renewable diesel as you know. But the base business is solid despite what has been a punch in the gut from COVID where we’ve recovered pretty well. And it doesn’t take a big step forward in order to be able to meet these returns targets that we’re laying out.

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

A

Thanks, Paul.

Operator: We now have a question from [indiscernible] 00:34:19 from [indiscernible] 00:34:20 Reseach. Paul, your line is now open.

Q

Good morning, all. Just if I could continue on the EBITDA questions. So, given that you’re saying that a midcycle would be about $1 billion of refining EBITDA for HFC. Based on the report you just made and what you said about the $10 crack on the Gulf Coast, it feels like we’re only about 20% below where we would be on your midcycle assumption. Can you just sort of run through some of the elements of that EBITDA and how much distance there is to travel if you want before we get to this $2.6 billion that you’ve talked about for the combined company? Thanks.

A

So, Paul, I think we flagged the $1 billion of refining EBITDA for legacy HollyFrontier, right? And this quarter, we printed about $210 million. So, to your point, we’re just a little off that. And directionally, if we just get a little more improvement in the jet fuel market, that probably bridges us home.<Q>: Yeah. I was sort of thinking more about the Sincliar breakdown.

A

Well, that’s going to be similar Paul. I think at the end of day, right, you had these together. They’re – these are all apples to apples assumptions across Puget Sound Legacy HollyFrontier and Sinclair.

Q

Yeah. Okay.

A

Beyond that, Paul. I think what you’re saying is

Q

HollyFrontier Corp. (HFC)
Q2 2021 Earnings Call - Acquisition of Sinclair Oil Corporation and Sinclair							Raw Transcript
Transportation Company							03-Aug-2021

Craig Biery

Vice President-Investor Relations, HollyFrontier Corp.

Thanks so much, Loryn. And thank you all for joining us. Obviously, we’re really excited about this transaction. We think it’s incredibly strategic and transformative for our company as we step into an integrated downstream business centered around the DINO brand, which has been built through time to one of the most recognizable petroleum brands in the country. And important enough that we’re willing to take its name. So, this is big for us. The renewable diesel business that is that Sinclair has and has built is also going to add incredibly to what we have going on in that space.

And finally, the earnings engine of petroleum refining and what those people do every day to supply their customers is going to fit well within our system. It’s in prudent product markets that we understand and we’re really looking forward to it. And all of this really comes together and could drive two things; one is an opportunity for our employees to have long and stable and productive careers, and the second is for our investors to enjoy high cash returns from a company that’s intent on doing the right thing.

So, thank you so much for your support and your participation today. And we’ll look forward to talking to you next quarter.

Operator: Thank you. This concludes today’s conference call. Please disconnect your lines and have a wonderful day.

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