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BrightView Announces CEO Transition

BLUE BELL, Pa.–(BUSINESS WIRE)–
BrightView Holdings, Inc. (NYSE: BV) (the “Company” or “BrightView”), the leading commercial landscaping services company in the United States, today announced Andrew Masterman will step down from his role as President and Chief Executive Officer (CEO) and member of the Board of Directors, effective May 31, 2023. Jim Abrahamson, who has served on BrightView’s Board since 2015, will serve as interim President and CEO until a successor is in place. Masterman will serve as an advisor for one month to ensure a smooth transition. The Company’s Board of Directors has initiated a search for a successor in partnership with a leading executive search firm.

“On behalf of the Board and entire BrightView team, I want to thank Andrew for the contributions he has made to the Company,” said Paul Raether, chairman of BrightView’s Board of Directors. “Today, BrightView is the leading commercial landscape design and services company with a recognized brand and high-quality team. Its market-leading position provides a solid foundation for future growth and creates a unique opportunity to enhance service for customers.”

Masterman joined BrightView in 2016 and successfully led the company’s initial public offering in 2018. Under his leadership, BrightView demonstrated growth through a series of strategic acquisitions, modernized its technology and finance infrastructure, professionalized the sales organization, expanded omni-channel marketing capabilities and achieved the best safety record in the company’s history.

“It has been an honor to serve as BrightView’s CEO and I’m proud of what the team has accomplished during my tenure. Together, we’ve built a top-tier organization with an expansive national footprint,” said Masterman. “I look forward to working with Jim to ensure a smooth transition and will continue to watch BrightView’s progress and future success.”

Raether added: “We have full confidence in Jim’s ability to continue to execute on BrightView’s strategy while we search for a new CEO to lead the company into its next phase and unlock value. Jim brings extensive knowledge of BrightView and the industry, as well as over 30 years of management experience in senior leadership and board of director roles with leading, large public and private companies in dynamic environments.”

“I’m honored to step in as interim CEO of BrightView, a company that I know very well and respect deeply,” said Abrahamson. “I look forward to working closely with our talented management team to continue to execute and build on our strategy and to ensure continuous performance improvement for our shareholders while we deliver the best service in the industry to our valued clients.”

Jim Abrahamson Biographical Details

Abrahamson previously served as CEO and as Chairman of Interstate Hotels & Resorts, the leading global hotel management company with a portfolio of approximately 500 hotels and 30,000 employees from June 2011 until its sale to Aimbridge Hospitality in October 2019. Prior to joining Interstate, Abrahamson held senior leadership positions with InterContinental Hotels Group, Hyatt Corporation, Marcus Corporation and Hilton Worldwide. Jim presently serves in public company and private company board roles, which, in addition to BrightView, includes currently serving as Independent Board Chair of VICI Properties, Inc., (NYSE: VICI) a leading REIT comprised of large-scale experiential focused destination resort and gaming facilities since its inception in 2017, as well as several other private company boards. He has also previously served on public company boards including as an independent director of CorePoint Lodging Inc. and as an independent director of LaQuinta Holdings and as an executive director of the board of Intercontinental Hotels Group. He holds a degree in Business Administration from the University of Minnesota.

About BrightView

BrightView Holdings, Inc. (NYSE: BV), the nation’s largest commercial landscaper, proudly designs, creates, and maintains the best landscapes on Earth and provides the most efficient and comprehensive snow and ice removal services. With a dependable service commitment, BrightView brings brilliant landscapes to life at premier properties across the United States, including business parks and corporate offices, homeowners’ associations, healthcare facilities, educational institutions, retail centers, resorts and theme parks, municipalities, golf courses, and sports venues. BrightView also serves as the Official Field Consultant to Major League Baseball. Through industry-leading best practices and sustainable solutions, BrightView is invested in taking care of our team members, engaging our clients, inspiring our communities, and preserving our planet. Visit BrightView Website and connect with us on Twitter, Facebook, and LinkedIn.

Forward-Looking Statements

This press release includes certain disclosures which contain “forward-looking statements.” Forward-looking statements are based on BrightView’s current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements can be found under the caption “Risk Factors” in our most recent annual report on Form 10-K filed with the SEC, as such risk factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website on www.sec.gov. Any forward-looking statement in this release speaks only as of the date of this release. BrightView undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230503006054/en/

Investors

Faten Freiha, Vice President of Investor Relations

(484) 567-7148

[email protected]

Media

David Freireich, Vice President of Communications & Public Affairs

(484) 567-7244

[email protected]

KEYWORDS: Pennsylvania United States North America

INDUSTRY KEYWORDS: Other Construction & Property Construction & Property Landscape

MEDIA:

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Vontier Reports Strong First Quarter 2023 Results and Raises Full Year Guidance

First Quarter 2023 Highlights:

• Sales of $776 million, up 4% vs. prior year; Core sales growth of 4%

• GAAP diluted EPS of $0.53; Adjusted diluted net EPS of $0.68 vs. prior guide of $0.57 to $0.62

• Operating cash flow was $81 million; Adjusted Free Cash Flow was $78 million, representing 73% Adjusted Free Cash Flow Conversion

Guidance:

• Initiating Q2 2023 guidance for Adjusted diluted net EPS of $0.61 to $0.66

• Increasing full-year 2023 Adjusted diluted net EPS guidance to $2.77 to $2.87

RALEIGH, N.C.–(BUSINESS WIRE)–
Vontier Corporation (NYSE: VNT), a leading global provider of critical technologies and solutions to connect, manage and scale the mobility ecosystem, today announced results for the first quarter ended March 31, 2023.

Reported sales in the first quarter increased 3.8% year-over-year to $776.4 million, reflecting an increase in core sales of 3.9%. Core sales growth was driven by continued underlying momentum across the portfolio, as well as strong pricing realization and improving supply chain conditions. Operating profit of $133.8 million declined 1% versus the prior year, and operating profit margin decreased 80 basis points, to 17.2%. Adjusted operating profit of $161.2 million declined 1.3% versus the prior year, and adjusted operating profit margin decreased approximately 100 basis points, to 20.8%. Net earnings were $82.8 million and adjusted net earnings were $106.1 million, resulting in diluted net earnings per share of $0.53 and adjusted diluted net earnings per share of $0.68.

“Vontier delivered a strong start to 2023, with first quarter results that exceeded expectations,” said Mark Morelli, President and Chief Executive Officer. “Our results reflect our team’s commitment to delivering top-tier financial performance, which enabled solid baseline core revenue and profit growth, and underscore our leading positions in attractive end markets.”

“The strong start to the year reinforces the confidence and enthusiasm we have for our strategy to connect, manage and scale the mobility ecosystem, delivering higher-value customer solutions and capitalizing on robust secular growth drivers. We are encouraged by the momentum we are experiencing and remain focused on creating long-term value for our shareholders and customers. As a result, and based on the upside provided in the first quarter, we are raising our guidance for the full year,” Morelli continued.

Segment Results

Q1 2023 Segment Results Summary
		Mobility Technologies		Repair Solutions		Environmental & Fueling Solutions		Other		Total Vontier
Sales ($M)		$245.9		$181.4		$313.8		$35.3		$776.4
Segment Operating Profit		$47.9		$47.3		$80.7		$3.8		$179.7
Segment Operating Profit Margin		19.5 %		26.1 %		25.7 %		10.8 %		23.1 %

Mobility Technologies reported total sales of $246 million, an increase of 18% versus the prior year. Core sales growth of 12% was driven by strong performance within the car wash technologies business, as well as increased demand for the Company’s alternative energy solutions. Segment operating profit increased approximately 17% versus the prior year. Segment operating profit margin declined 30 basis points year over year resulting from continued growth investment and unfavorable mix related to the Invenco acquisition.

Repair Solutions reported total sales of approximately $181 million, up 10% from the prior year. Core sales growth of 11% was driven by continued improvement in supply chain conditions which allowed for more normalized fulfillment times. Demand for cordless power tools remained robust and orders for tool storage continues to recover. Segment operating profit of $47 million is in line with prior year results. Segment operating profit margin declined 250 basis points, impacted by the timing of year-over-year reserve adjustments related to the financing receivable portfolio.

Environmental & Fueling Solutions reported total sales of approximately $314 million, down 4% year-over-year. Core sales declined 2% as strong shipments of U.S. dispensers, as well as continued strength in environmental solutions and aftermarket parts, were more than offset by the year over year decline in EMV-related volume. Segment operating profit declined 1.6% year over year, while segment operating profit margin expanded 70 basis points.

Other Items

• Repurchased approximately $18 million, or ~850k shares, during the quarter

• Completed divestiture of Global Traffic Technologies on April 14th, generating $107 million in gross proceeds

• Repaid $65 million in debt during the quarter. Following the divestiture of GTT in April, a portion of the net proceeds ($50 million) were deployed to additional debt repayment.

2023 Outlook

• Total sales down low-to-mid-single digits; Core sales down low-to-mid-single digits; Baseline* core sales growth of mid-single digits-plus

• Adjusted operating profit margin down 60 to 80 basis points; Baseline* adjusted operating profit margin expansion of 180 to 200 basis points

• Adjusted diluted EPS in the range of $2.77 to $2.87, compares to the prior range of $2.73 to $2.83, or $2.68 to $2.78 excluding a $0.05 contribution from GTT, following the divestiture

• Adjusted free cash flow conversion of ~90-100%

Q2 2023 Outlook

• Total sales down mid-single digits; Core sales down low-to-mid-single digits; Baseline* core sales growth of mid-single digits

• Adjusted operating profit margin down 65 to 105 basis points; Baseline* adjusted operating profit margin expansion of 170 to 220 basis points

• Adjusted diluted EPS $0.61 to $0.66

*References to baseline core sales growth and baseline margin expansion exclude the impact of the year over year decline in EMV-related U.S. Dispenser sales (~$300M) and the associated operating profit decline (~$150M), consistent with the framework previously provided.

Conference Call Details

Vontier will discuss results and outlook during its quarterly investor conference call today starting at 8:30 a.m. ET. The call and an accompanying slide presentation will be webcast on the “Investors” section of Vontier’s website, www.vontier.com, under “Events & Presentations.” A replay of the webcast will be available at the same location shortly after the conclusion of the presentation.

The conference call can be accessed by dialing 800-343-1703 within the U.S. or by dialing 785-424-1116 outside the U.S. a few minutes before 8:30 a.m. ET and notifying the operator that you are dialing in for Vontier’s earnings conference call (Conference ID: 9865421 Passcode: 32768). A replay of the conference call will be available shortly after the conclusion of the call. Once available, you can access the conference call replay by dialing 800-839-5492 within the U.S. or 402-220-2551 outside the U.S. (Conference ID: 9865421) or visit the “Investors” section of the website under “Events & Presentations.”

ABOUT VONTIER

Vontier (NYSE: VNT) is a global industrial technology company uniting critical mobility and multi-energy technologies and solutions to meet the needs of a rapidly evolving, more connected mobility ecosystem. Leveraging leading market positions, decades of domain expertise and unparalleled portfolio breadth, Vontier enables the way the world moves – delivering smart, safe and sustainable solutions to our customers and the planet. Vontier has a culture of continuous improvement built upon the foundation of the Vontier Business System and embraced by over 8,500 colleagues worldwide. Additional information about Vontier is available on the Company’s website at www.vontier.com.

NON-GAAP FINANCIAL MEASURES

In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), this earnings release also references “core sales growth,” “adjusted operating profit,” “adjusted operating profit margin,” “segment operating profit,” “segment operating profit margin,” “adjusted net earnings,” “adjusted diluted net earnings per share,” “adjusted free cash flow” and “adjusted free cash flow conversion” which are non-GAAP financial measures. The reasons why we believe these measures, when used in conjunction with the GAAP financial measures, provide useful information to investors, how management uses such non-GAAP financial measures, a reconciliation of these measures to the most directly comparable GAAP measures and other information relating to these measures are included in the supplemental reconciliation schedule attached. The non-GAAP financial measures should not be considered in isolation or as a substitute for the GAAP financial measures, but should instead be read in conjunction with the GAAP financial measures. The non-GAAP financial measures used by Vontier in this release may be different from similarly-titled non-GAAP measures used by other companies.

FORWARD-LOOKING STATEMENTS

This release contains forward-looking statements within the meaning of the federal securities laws. These statements include, but are not limited to statements regarding Vontier Corporation’s (the “Company’s”) business and acquisition opportunities and anticipated earnings, and any other statements identified by their use of words like “anticipate,” “expect,” “believe,” “outlook,” “guidance,” or “will” or other words of similar meaning. There are a number of important risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These risks and uncertainties include, among other things, the effect of the COVID-19 pandemic on our global operations, deterioration of or instability in the economy, the markets we serve, international trade policies and the financial markets, contractions or lower growth rates and cyclicality of markets we serve, competition, changes in industry standards and governmental regulations that may adversely impact demand for our products or our costs, our ability to successfully identify, consummate, integrate and realize the anticipated value of appropriate acquisitions and successfully complete divestitures and other dispositions, our ability to develop and successfully market new products, software, and services and expand into new markets, the potential for improper conduct by our employees, agents or business partners, impact of divestitures, contingent liabilities relating to acquisitions and divestitures, impact of changes to tax laws, our compliance with applicable laws and regulations and changes in applicable laws and regulations, risks relating to international economic, political, war or hostility, legal, compliance and business factors, risks relating to potential impairment of goodwill and other intangible assets, currency exchange rates, tax audits and changes in our tax rate and income tax liabilities, the impact of our debt obligations on our operations, litigation and other contingent liabilities including intellectual property and environmental, health and safety matters, our ability to adequately protect our intellectual property rights, risks relating to product, service or software defects, product liability and recalls, risks relating to product manufacturing, our relationships with and the performance of our channel partners, commodity costs and surcharges, our ability to adjust purchases and manufacturing capacity to reflect market conditions, reliance on sole sources of supply, security breaches or other disruptions of our information technology systems, adverse effects of restructuring activities, impact of changes to U.S. GAAP, labor matters, and disruptions relating to man-made and natural disasters. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our Form 10-K for the year ended December 31, 2022. These forward-looking statements represent Vontier’s beliefs and assumptions only as of the date of this release and Vontier does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.

VONTIER CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in millions)
(unaudited)
		March 31, 2023				December 31, 2022
ASSETS
Current assets:
Cash and cash equivalents		$	208.2			$	204.5
Accounts receivable, net			471.4				514.8
Inventories			350.8				346.0
Prepaid expenses and other current assets			164.8				152.8
Equity securities measured at fair value			—				21.3
Current assets held for sale			144.3				145.6
Total current assets			1,339.5				1,385.0
Property, plant and equipment, net			92.8				92.1
Operating lease right-of-use assets			42.4				44.5
Long-term financing receivables, net			253.8				249.8
Other intangible assets, net			628.3				649.7
Goodwill			1,737.6				1,738.7
Other assets			184.1				183.5
Total assets		$	4,278.5			$	4,343.3
LIABILITIES AND EQUITY
Current liabilities:
Short-term borrowings		$	8.5			$	4.6
Trade accounts payable			373.7				430.9
Current operating lease liabilities			13.1				13.8
Accrued expenses and other current liabilities			438.5				437.6
Current liabilities held for sale			49.3				43.0
Total current liabilities			883.1				929.9
Long-term operating lease liabilities			32.1				34.0
Long-term debt			2,521.6				2,585.7
Other long-term liabilities			201.7				214.2
Total liabilities			3,638.5				3,763.8
Commitments and Contingencies
Equity:
Preferred stock			—				—
Common stock			—				—
Treasury stock			(346.4	)			(328.0	)
Additional paid-in capital			30.6				27.6
Retained earnings			849.7				770.8
Accumulated other comprehensive income			102.4				106.1
Total Vontier stockholders’ equity			636.3				576.5
Noncontrolling interests			3.7				3.0
Total equity			640.0				579.5
Total liabilities and equity		$	4,278.5			$	4,343.3

VONTIER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(in millions, except per share amounts)
(unaudited)
		Three Months Ended
		March 31, 2023				April 1, 2022
Sales		$	776.4			$	748.1
Cost of sales			(423.4	)			(412.8	)
Gross profit			353.0				335.3
Operating costs:
Selling, general and administrative expenses			(178.2	)			(166.0	)
Research and development expenses			(41.0	)			(34.5	)
Operating profit			133.8				134.8
Non-operating income (expense), net:
Interest expense, net			(24.0	)			(12.9	)
Gain on previously held equity interests from combination of business			—				32.7
Unrealized gain on equity securities measured at fair value			—				163.0
Other non-operating expense, net			(0.9	)			(0.1	)
Earnings before income taxes			108.9				317.5
Provision for income taxes			(26.1	)			(67.3	)
Net earnings		$	82.8			$	250.2
Net earnings per share:
Basic		$	0.53			$	1.51
Diluted		$	0.53			$	1.50
Weighted average shares outstanding:
Basic			155.7				165.9
Diluted			156.1				166.5

VONTIER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(unaudited)
		Three Months Ended
		March 31, 2023				April 1, 2022
Cash flows from operating activities:
Net earnings		$	82.8			$	250.2
Non-cash items:
Depreciation and amortization expense			31.1				29.1
Stock-based compensation expense			6.8				6.1
Amortization of debt issuance costs			1.0				0.9
Gain on previously held equity interests from combination of business			—				(32.7	)
Unrealized gain on equity securities measured at fair value			—				(163.0	)
Amortization of acquisition-related inventory fair value step-up			0.8				—
Loss on equity investments			0.7				—
Gain on sale of property			(2.8	)			—
Change in deferred income taxes			(5.7	)			32.6
Change in accounts receivable and long-term financing receivables, net			42.1				33.7
Change in other operating assets and liabilities			(75.8	)			(115.6	)
Net cash provided by operating activities			81.0				41.3
Cash flows from investing activities:
Cash paid for acquisitions, net of cash received			—				(184.9	)
Payments for additions to property, plant and equipment			(13.7	)			(12.9	)
Proceeds from sale of property			4.2				0.2
Cash paid for equity investments			(1.9	)			(5.8	)
Proceeds from sale of equity securities			20.4				—
Net cash provided by (used in) investing activities			9.0				(203.4	)
Cash flows from financing activities:
Repayment of long-term debt			(65.0	)			—
Net proceeds from short-term borrowings			3.9				0.4
Payments of common stock cash dividend			(3.9	)			(4.0	)
Purchases of treasury stock			(18.1	)			(257.0	)
Proceeds from stock option exercises			1.2				—
Other financing activities			(5.3	)			(3.0	)
Net cash used in financing activities			(87.2	)			(263.6	)
Effect of exchange rate changes on cash and cash equivalents			0.9				(1.8	)
Net change in cash and cash equivalents			3.7				(427.5	)
Beginning balance of cash and cash equivalents			204.5				572.6
Ending balance of cash and cash equivalents			208.2				145.1

VONTIER CORPORATION AND SUBSIDIARIES
SEGMENT FINANCIAL SUMMARY
(in millions)
(unaudited)
		Three Months Ended
		March 31, 2023				April 1, 2022
Sales
Mobility Technologies		$	245.9			$	207.6
Repair Solutions			181.4				164.4
Environmental & Fueling Solutions			313.8				328.2
Other			35.3				47.9
Total Vontier Sales			776.4				748.1
Segment & Adjusted Operating Profit
Mobility Technologies			47.9				41.1
Repair Solutions			47.3				47.0
Environmental & Fueling Solutions			80.7				82.0
Other			3.8				5.1
Segment Operating Profit (Non-GAAP)			179.7				175.2
Corporate & Other Unallocated Expense			(18.5	)			(11.8	)
Adjusted Operating Profit (Non-GAAP)			161.2				163.4
Segment & Adjusted Operating Profit Margin
Mobility Technologies			19.5	%			19.8	%
Repair Solutions			26.1	%			28.6	%
Environmental & Fueling Solutions			25.7	%			25.0	%
Other			10.8	%			10.6	%
Segment Operating Profit Margin (Non-GAAP)			23.1	%			23.4	%
Adjusted Operating Profit (Non-GAAP)			20.8	%			21.8	%

Note: Results for the Mobility Technologies and Environmental & Fueling Solutions segments for the three months ended April 1, 2022 have been revised from the results previously reported on March 20, 2023.

VONTIER CORPORATION AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

AND OTHER INFORMATION

Core Sales Growth

We define core sales growth as total sales excluding (i) sales from acquired and certain divested businesses; (ii) the impact of currency translation; and (iii) certain other items.

• References to sales attributable to acquisitions or acquired businesses refer to GAAP sales from acquired businesses recorded prior to the first anniversary of the acquisition less the amount of sales attributable to certain divested businesses or product lines not considered discontinued operations.

• The portion of sales attributable to the impact of currency translation is calculated as the difference between (a) the period-to-period change in sales (excluding sales from acquired businesses) and (b) the period-to-period change in sales, including foreign operations, (excluding sales from acquired businesses) after applying the current period foreign exchange rates to the prior year period.

• The portion of sales attributable to other items is calculated as the impact of those items which are not directly correlated to sales from existing businesses which do not have an impact on the current or comparable period.

Core sales should be considered in addition to, and not as a replacement for or superior to, total sales, and may not be comparable to similarly titled measures reported by other companies.

Management believes that reporting the non-GAAP financial measure of core sales provides useful information to investors by helping identify underlying growth trends in our business and facilitating easier comparisons of our sales performance with our performance in prior and future periods and to our peers. We exclude the effect of acquisitions and certain divestiture-related items because the nature, size and number of such transactions can vary dramatically from period to period and between us and our peers. We exclude the effect of currency translation and certain other items from core sales because these items are either not under management’s control or relate to items not directly correlated to core sales growth. Management believes the exclusion of these items from core sales may facilitate assessment of underlying business trends and may assist in comparisons of long-term performance. References to sales volume refer to the impact of both price and unit sales.

Adjusted Operating Profit and Adjusted Operating Profit Margin

Adjusted operating profit refers to operating profit calculated in accordance with GAAP, but excluding amortization of acquisition-related intangible assets, restructuring costs and other termination costs and severance benefits (“Restructuring costs”), transaction- and deal-related costs, amortization of acquisition-related inventory fair value step-up, other charges which represent charges incurred that are not part of our core operating results (“Other charges”), the impact of certain divested businesses, or product lines or businesses to be abandoned but not considered discontinued operations (“Divestiture related adjustments”), gains and losses on sale of property, asset impairments, one-time costs related to the separation and normalization and other adjustments which represent adjustments for standalone public company costs. Adjusted operating profit margin refers to adjusted operating profit divided by GAAP sales.

Segment Operating Profit and Segment Operating Profit Margin

Segment operating profit is used by Vontier’s management in determining how to allocate resources and assess performance. Segment operating profit represents total segment sales less operating costs attributable to the segment, which does not include unallocated corporate costs and other operating costs not allocated to the reportable segments as part of management’s assessment of reportable segment operating performance, including stock-based compensation expense, amortization of intangible assets and other costs shown in the reconciliation to GAAP operating profit below. As part of management’s assessment of the Repair Solutions segment, a capital charge based on the segment’s financing receivables portfolio is assessed by Corporate. Segment operating profit margin refers to segment operating profit divided by GAAP sales.

Adjusted Net Earnings and Adjusted Diluted Net Earnings per Share

We disclose the non-GAAP measures of adjusted net earnings and adjusted diluted net earnings per share which, to the extent applicable, make the following adjustments to GAAP net earnings and GAAP diluted net earnings per share:

• Excluding on a pretax basis amortization of acquisition-related intangible assets;

• Excluding on a pretax basis restructuring and other termination costs and severance benefits (“Restructuring costs”);

• Excluding on a pretax basis (to the extent tax deductible) charges for goodwill and fixed asset impairment;

• Excluding on a pretax basis transaction- and deal-related costs;

• Excluding on a pretax basis gains and losses from the sale of property;

• Excluding on a pretax basis one-time costs related to the separation;

• Excluding on a pretax basis non-cash write-offs of deferred financing costs;

• Excluding on a pretax basis other charges which represent charges incurred that are not part of our core operating results;

• Excluding on a pretax basis the amortization of acquisition-related inventory fair value step-up;

• Excluding on a pretax basis gains and losses on investments;

• Excluding on a pretax basis the impact of certain divested businesses, or product lines or businesses to be abandoned not considered discontinued operations (“Divestiture-related adjustments”);

• Including on a pretax basis normalization and other adjustments which represent adjustments for standalone public company costs; and

• Excluding and including the tax effect of the adjustments noted above and other tax adjustments. The tax effect of such adjustments was calculated by applying our overall estimated effective tax rate to the pretax amount of each adjustment (unless the nature of the item and/or the tax jurisdiction in which the item has been recorded requires application of a specific tax rate or tax treatment, in which case the tax effect of such item is estimated by applying such specific tax rate or tax treatment).

Adjusted Free Cash Flow and Adjusted Free Cash Flow Conversion

Adjusted free cash flow refers to cash flow from operations calculated according to GAAP adjusted for cash received from the sale of property and cash paid for capital expenditures, standalone and other one-time public company costs, restructuring costs, transaction- and deal-related costs, divestiture-related adjustments and other charges. Adjusted free cash flow conversion refers to adjusted free cash flow divided by adjusted net earnings.

Management believes that these non-GAAP financial measures provide useful information to investors by reflecting additional ways of viewing aspects of our operations that, when reconciled to the corresponding GAAP measure, help our investors to understand the long-term profitability trends of our business, and facilitate comparisons of our profitability to prior and future periods and to our peers.

These non-GAAP measures should be considered in addition to, and not as a replacement for or superior to, the comparable GAAP measures, and may not be comparable to similarly titled measures reported by other companies.

A reconciliation of each of the projected Core Sales Growth, Baseline Core Sales Growth, Adjusted Operating Profit Margin, Baseline Adjusted Operating Profit Margin, Adjusted Diluted Net Earnings Per Share and Adjusted Free Cash Flow Conversion, which are forward-looking non-GAAP financial measures, to the most directly comparable GAAP financial measure, is not provided because the company is unable to provide such reconciliation without unreasonable effort. The inability to provide each reconciliation is due to the unpredictability of the amounts and timing of events affecting the items we exclude from the non-GAAP measure.

Components of Sales Growth
		% Change Three Months Ended March 31, 2023 vs. Comparable 2022 Period
		Mobility Technologies			Repair Solutions			Environmental & Fueling Solutions			Total
Total Sales Growth (GAAP)		18.4	%		10.3	%		(4.4	)%		3.8	%
Core sales growth (Non-GAAP)		12.0	%		10.5	%		(2.2	)%		3.9	%
Impact of acquisitions (Non-GAAP)		9.0	%		—	%		—	%		1.6	%
Impact of currency exchange rates (Non-GAAP)		(2.6	)%		(0.2	)%		(2.2	)%		(1.7	)%

Reconciliation of Operating Profit to Adjusted Operating Profit and Segment Operating Profit
		Three Months Ended
$ in millions		March 31, 2023				April 1, 2022
Operating Profit (GAAP)		$	133.8			$	134.8
Amortization of acquisition-related intangible assets			20.7				18.5
Restructuring costs			4.5				0.6
Transaction- and deal-related costs			3.1				7.1
One-time costs related to separation			1.1				1.6
Divestiture related adjustments			—				(0.2	)
Amortization of acquisition-related inventory fair value step-up			0.8				—
Gain on sale of property			(2.8	)			—
Other charges			—				1.3
Normalization and other adjustments(a)			—				(0.3	)
Adjusted Operating Profit (Non-GAAP)			161.2				163.4
Corporate & Other Unallocated Costs			18.5				11.8
Segment Operating Profit (Non-GAAP)		$	179.7			$	175.2
Operating Profit Margin (GAAP)			17.2	%			18.0	%
Adjusted Operating Profit Margin (Non-GAAP)			20.8	%			21.8	%
Segment Operating Profit Margin (Non-GAAP)			23.1	%			23.4	%

(a)		Adjustment for standalone public company costs

Reconciliation of Net Earnings to Adjusted Net Earnings
		Three Months Ended
($ in millions)		March 31, 2023				April 1, 2022
Net Earnings (GAAP)		$	82.8			$	250.2
Amortization of acquisition-related intangible assets			20.7				18.5
Restructuring costs			4.5				0.6
Transaction- and deal-related costs			3.1				7.1
Amortization of acquisition-related inventory fair value step-up			0.8				—
Gain on sale of property			(2.8	)			—
Gain on previously held equity interests from combination of business			—				(32.7	)
Unrealized gain on equity securities measured at fair value			—				(163.0	)
Loss on equity investments			0.7				—
Other charges			—				1.3
One-time costs related to separation			1.1				1.6
Divestiture related adjustments			—				(0.2	)
Normalization and other adjustments (a)			—				(0.3	)
Tax effect of the Non-GAAP adjustments (b)			(6.5	)			32.2
Other tax adjustments			1.7				0.5
Adjusted Net Earnings (Non-GAAP)		$	106.1			$	115.8
Diluted weighted average shares outstanding			156.1				166.5
Diluted Net Earnings Per Share (GAAP)		$	0.53			$	1.50
Adjusted Diluted Net Earnings Per Share (Non-GAAP)		$	0.68			$	0.70

(a)		Adjustment for standalone public company costs
(b)		Tax effect calculated using an estimated adjusted effective tax rate for each respective period. The gain on previously held equity interests from combination of business is non-taxable income and therefore the tax effect of the adjustments only includes the other adjustments noted.

Reconciliation of Operating Cash Flow to Adjusted Free Cash Flow
		Three Months Ended
($ in millions)		March 31, 2023				April 1, 2022
Operating Cash Flows (GAAP)		$	81.0			$	41.3
Less: Purchases of property, plant & equipment (capital expenditures)			(13.7	)			(12.9	)
Free Cash Flow (Non-GAAP)		$	67.3			$	28.4
Proceeds from sale of property			4.2				0.2
One-time costs related to separation			—				0.1
Restructuring costs			4.1				4.4
Other charges			—				0.9
Transaction- and deal-costs			2.3				6.1
Divestiture-related adjustments			—				(0.2	)
Adjusted Free Cash Flow (Non-GAAP)		$	77.9			$	39.9
Adjusted Net Earnings (Non-GAAP)		$	106.1			$	115.8
Adjusted Free Cash Flow Conversion Ratio (Non-GAAP)			73.4	%			34.5	%

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20230504005285/en/

Ryan Edelman

Vice President, Investor Relations

Vontier Corporation

5438 Wade Park Blvd, Suite 600

Raleigh, NC 27607

Telephone: (984) 238-1929

KEYWORDS: North Carolina United States North America

INDUSTRY KEYWORDS: Hardware Alternative Energy Data Management Energy Alternative Vehicles/Fuels Technology Other Automotive Other Transport Trucking Fleet Management Transport Other Technology Automotive Software Logistics/Supply Chain Management Other Energy

MEDIA:

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HF Sinclair Corporation Reports 2023 First Quarter Results and Announces Regular Cash Dividend

• Reported net income attributable to HF Sinclair stockholders of $353.3 million, or $1.79 per diluted share, and adjusted net income of $394.1 million, or $2.00 per diluted share, for the first quarter

• Reported EBITDA of $652.8 million and Adjusted EBITDA of $704.8 million for the first quarter

• Returned $333.6 million to shareholders through dividends and share repurchases in the first quarter

• Announced a regular quarterly dividend of $0.45 per share

DALLAS–(BUSINESS WIRE)–
HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair” or the “Company”) today reported first quarter net income attributable to HF Sinclair stockholders of $353.3 million, or $1.79 per diluted share, for the quarter ended March 31, 2023, compared to $160.0 million, or $0.90 per diluted share, for the quarter ended March 31, 2022. Excluding the adjustments shown in the accompanying earnings release table, adjusted net income attributable to HF Sinclair stockholders for the first quarter of 2023 was $394.1 million, or $2.00 per diluted share, compared to $175.6 million, or $0.99 per diluted share, for the first quarter of 2022, which excludes certain items that collectively decreased net income by $15.7 million.

HF Sinclair’s incoming CEO, Tim Go, commented, “HF Sinclair delivered strong first quarter results, despite heavy planned turnaround activity in the quarter. We returned over $333 million in cash to shareholders through buybacks and dividends, demonstrating our commitment to our capital return strategy. As we enter summer driving season, we are focused on safe and reliable operations and further integrating the Sinclair assets so that we are well positioned for success in all of our business segments.

“Today we also announced a non-binding offer to purchase all outstanding common units of HEP not already owned by HF Sinclair (the “Proposed HEP Transaction”). We believe the Proposed HEP Transaction simplifies HF Sinclair’s corporate structure, reduces costs and further supports the integration and optimization of our portfolio.”

Refining segment income before interest and income taxes was $441.0 million for the first quarter of 2023 compared to $113.1 million for the first quarter of 2022. The segment reported EBITDA of $544.1 million for the first quarter of 2023 compared to $207.7 million for the first quarter of 2022. This increase was primarily driven by higher refining margins in both the West and Mid-Continent regions, which resulted in higher refining segment earnings in the quarter. Consolidated refinery gross margin was $23.70 per produced barrel, an 87% increase compared to $12.69 for the first quarter of 2022. Crude oil charge averaged 498,500 barrels per day (“BPD”) for the first quarter of 2023 compared to 525,080 BPD for the first quarter of 2022. This decrease was primarily a result of turnarounds at our Puget Sound, El Dorado and Woods Cross refineries in the first quarter of 2023.

Renewables segment loss before interest and income taxes was $(64.6) million for the first quarter of 2023 compared to $(22.1) million for the first quarter of 2022. The segment reported Adjusted EBITDA of $3.0 million for the first quarter of 2023 compared to $(24.9) million for the first quarter of 2022. Total sales volumes were 46 million gallons for the first quarter of 2023 as compared to 5 million gallons for the first quarter of 2022.

Marketing segment income before interest and income taxes was $0.5 million for the first quarter of 2023 compared to $5.3 million for the first quarter of 2022 and reported EBITDA of $6.4 million for the first quarter of 2023 compared to $5.8 million for the first quarter of 2022. Total branded fuel sales volumes were 328 million gallons for the first quarter of 2023 as compared to 85 million gallons for the first quarter of 2022.

Lubricants and Specialty Products segment income before interest and income taxes was $78.5 million for the first quarter of 2023 compared to $124.7 million in the first quarter of 2022. The segment reported EBITDA of $98.5 million for the first quarter of 2023 compared to $145.3 million in the first quarter of 2022. This decrease was largely driven by the positive FIFO impact from consumption of lower priced feedstock inventory in the first quarter of 2022.

Holly Energy Partners, L.P. (“HEP”) reported EBITDA of $87.8 million for the first quarter of 2023 compared to $72.8 million for the first quarter of 2022 and Adjusted EBITDA of $108.4 million for the first quarter of 2023 compared to $85.3 million for the first quarter of 2022.

For the first quarter of 2023, net cash provided by operations totaled $177.7 million. At March 31, 2023, the Company’s cash and cash equivalents totaled $1,364.9 million, a $300.1 million decrease over cash and cash equivalents of $1,665.1 million at December 31, 2022. During the first quarter of 2023, the Company announced and paid a regular dividend of $0.45 per share to shareholders totaling $88.0 million and spent $245.6 million on share repurchases. Additionally, the Company’s consolidated debt was $3,240.2 million. The Company’s debt, exclusive of HEP debt, which is nonrecourse to HF Sinclair, was $1,699.9 million at March 31, 2023.

HF Sinclair also announced today that its Board of Directors declared a regular quarterly dividend in the amount of $0.45 per share, payable on June 1, 2023 to holders of record of common stock on May 18, 2023.

The Company has scheduled a webcast conference call for today, May 4, 2023, at 8:30 AM Eastern Time to discuss first quarter financial results. This webcast may be accessed at https://events.q4inc.com/attendee/866338392. An audio archive of this webcast will be available using the above noted link through May 18, 2023.

HF Sinclair Corporation, headquartered in Dallas, Texas, is an independent energy company that produces and markets high-value light products such as gasoline, diesel fuel, jet fuel, renewable diesel and other specialty products. HF Sinclair owns and operates refineries located in Kansas, Oklahoma, New Mexico, Wyoming, Washington and Utah and markets its refined products principally in the Southwest U.S., the Rocky Mountains extending into the Pacific Northwest and in other neighboring Plains states. HF Sinclair supplies high-quality fuels to more than 1,500 branded stations and licenses the use of the Sinclair brand at more than 300 additional locations throughout the country. In addition, subsidiaries of HF Sinclair produce and market base oils and other specialized lubricants in the U.S., Canada and the Netherlands, and export products to more than 80 countries. Through its subsidiaries, HF Sinclair produces renewable diesel at two of its facilities in Wyoming and also at its facility in Artesia, New Mexico. HF Sinclair also owns a 47% limited partner interest and a non-economic general partner interest in Holly Energy Partners, L.P., a master limited partnership that provides petroleum product and crude oil transportation, terminalling, storage and throughput services to the petroleum industry, including HF Sinclair subsidiaries.

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 beliefs 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, including those contained in our filings with the Securities and Exchange Commission (the “SEC”). Forward-looking statements use words such as “anticipate,” “project,” “will,” “expect,” “plan,” “goal,” “forecast,” “strategy,” “intend,” “should,” “would,” “could,” “believe,” “may,” and similar expressions and statements regarding our plans and objectives for future operations. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that our expectations will prove correct. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Any differences could be caused by a number of factors, including, but not limited to, the negotiation and execution, and the terms and conditions, of a definitive agreement relating to the Proposed HEP Transaction and the ability of the Company or HEP to enter into or consummate such agreement; the risk that the Proposed HEP Transaction does not occur; negative effects from the pendency of the Proposed HEP Transaction; failure to obtain the required approvals for the Proposed HEP Transaction; the time required to consummate the Proposed HEP Transaction; the focus of management time and attention on the Proposed HEP Transaction and other disruptions arising from the Proposed HEP Transaction; limitations on the Company’s ability to effectuate share repurchases due to market conditions and corporate, tax, regulatory and other considerations; the Company’s and HEP’s ability to successfully integrate the Sinclair Oil Corporation (now known as Sinclair Oil LLC) and Sinclair Transportation Company LLC businesses acquired from The Sinclair Companies (now known as REH Company) (collectively, the “Sinclair Transactions”) with their existing operations and fully realize the expected synergies of the Sinclair Transactions or on the expected timeline; the Company’s ability to successfully integrate the operation of the Puget Sound refinery with its existing operations; the demand for and supply of crude oil and refined products, including uncertainty regarding the effects of the continuing coronavirus (“COVID-19”) pandemic on future demand and increasing societal expectations that companies address climate change; risks and uncertainties with respect to the actions of actual or potential competitive suppliers and transporters of refined petroleum products or lubricant and specialty products in the Company’s markets; the spread between market prices for refined products and market prices for crude oil; the possibility of constraints on the transportation of refined products or lubricant and specialty products; the possibility of inefficiencies, curtailments or shutdowns in refinery operations or pipelines, whether due to reductions in demand, accidents, unexpected leaks or spills, unscheduled shutdowns, infection in the workforce, weather events, civil unrest, expropriation of assets, and other economic, diplomatic, legislative, or political events or developments, terrorism, cyberattacks, or other catastrophes or disruptions affecting our operations, production facilities, machinery, pipelines and other logistics assets, equipment, or information systems, or any of the foregoing of our suppliers, customers, or third-party providers, and any potential asset impairments resulting from, or the failure to have adequate insurance coverage for or receive insurance recoveries from, such actions; the effects of current and/or future governmental and environmental regulations and policies, including the effects of current and/or future restrictions on various commercial and economic activities in response to the COVID-19 pandemic and increases in interest rates; the availability and cost of financing to the Company; the effectiveness of the Company’s capital investments and marketing strategies; the Company’s and HEP’s efficiency in carrying out and consummating construction projects, including the Company’s ability to complete announced capital projects on time and within capital guidance; the Company’s and HEP’s ability to timely obtain or maintain permits, including those necessary for operations or capital projects; the ability of the Company to acquire refined or lubricant product operations or pipeline and terminal operations on acceptable terms and to integrate any existing or future acquired operations; the possibility of terrorist or cyberattacks and the consequences of any such attacks; uncertainty regarding the effects and duration of global hostilities, including the Russia-Ukraine war, and any associated military campaigns which may disrupt crude oil supplies and markets for the Company’s refined products and create instability in the financial markets that could restrict the Company’s ability to raise capital; general economic conditions, including economic slowdowns caused by a local or national recession or other adverse economic condition, such as periods of increased or prolonged inflation; and other financial, operational and legal risks and uncertainties detailed from time to time in the Company’s and HEP’s SEC filings. The forward-looking statements speak only as of the date made and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

RESULTS OF OPERATIONS

Financial Data (all information in this release is unaudited)

	Three Months Ended March 31,								Change from 2022
	2023				2022				Change				Percent
	(In thousands, except per share data)
Sales and other revenues	$	7,565,142			$	7,458,750			$	106,392			1	%
Operating costs and expenses:
Cost of products sold:
Cost of products sold (exclusive of lower of cost or market inventory valuation adjustment)		6,104,057				6,502,012				(397,955	)		(6	)
Lower of cost or market inventory valuation adjustment		47,597				(8,551	)			56,148			(657	)
		6,151,654				6,493,461				(341,807	)		(5	)
Operating expenses (exclusive of depreciation and amortization)		639,383				477,434				161,949			34
Selling, general and administrative expenses (exclusive of depreciation and amortization)		95,913				110,422				(14,509	)		(13	)
Depreciation and amortization		173,983				144,601				29,382			20
Total operating costs and expenses		7,060,933				7,225,918				(164,985	)		(2	)
Income from operations		504,209				232,832				271,377			117
Other income (expense):
Earnings of equity method investments		3,882				3,626				256			7
Interest income		19,935				997				18,938			1,899
Interest expense		(45,822	)			(34,859	)			(10,963	)		31
Gain on foreign currency transactions		870				139				731			526
Gain on sale of assets and other		1,631				3,895				(2,264	)		(58	)
		(19,504	)			(26,202	)			6,698			(26	)
Income before income taxes		484,705				206,630				278,075			135
Income tax expense		99,700				21,329				78,371			367
Net income		385,005				185,301				199,704			108
Less net income attributable to noncontrolling interest		31,739				25,327				6,412			25
Net income attributable to HF Sinclair stockholders	$	353,266			$	159,974			$	193,292			121	%
Earnings per share attributable to HF Sinclair stockholders:
Basic	$	1.79			$	0.90			$	0.89			99	%
Diluted	$	1.79			$	0.90			$	0.89			99	%
Cash dividends declared per common share	$	0.45			$	—			$	0.45			100	%
Average number of common shares outstanding:
Basic		195,445				175,081				20,364			12	%
Diluted		195,445				175,081				20,364			12	%
EBITDA	$	652,836			$	359,766			$	293,070			81	%
Adjusted EBITDA	$	704,753			$	376,707			$	328,046			87	%

Balance Sheet Data

	March 31,			December 31,
	2023			2022
	(In thousands)
Cash and cash equivalents	$	1,364,930		$	1,665,066
Working capital	$	3,440,795		$	3,502,790
Total assets	$	18,006,008		$	18,125,483
Total debt	$	3,240,245		$	3,255,472
Total equity	$	10,050,527		$	10,017,572

Segment Information

Our operations are organized into five reportable segments, Refining, Renewables, Marketing, Lubricants and Specialty Products and HEP. Our operations that are not included in one of these five reportable segments are included in Corporate and Other. Intersegment transactions are eliminated in our consolidated financial statements and are included in Eliminations. Corporate and Other and Eliminations are aggregated and presented under the Corporate, Other and Eliminations column.

The Refining segment represents the operations of our El Dorado, Tulsa, Navajo, Woods Cross and Puget Sound refineries and HF Sinclair Asphalt Company LLC (“Asphalt”). Effective with our acquisition that closed on March 14, 2022, the Refining segment includes our Parco and Casper refineries. Refining activities involve the purchase and refining of crude oil and wholesale marketing of refined products, such as gasoline, diesel fuel and jet fuel. These petroleum products are primarily marketed in the Mid-Continent, Southwest and Rocky Mountains extending into the Pacific Northwest geographic regions of the United States. Asphalt operates various asphalt terminals in Arizona, New Mexico and Oklahoma.

The Renewables segment represents the operations of our Cheyenne renewable diesel unit (“RDU”), which was mechanically complete in the fourth quarter of 2021 and operational in the first quarter of 2022, the pre-treatment unit at our Artesia, New Mexico facility, which was completed and operational in the first quarter of 2022 and the Artesia RDU, which was completed and operational in the second quarter of 2022. Also, effective with our acquisition that closed on March 14, 2022, the Renewables segment includes the Sinclair RDU.

Effective with our acquisition that closed on March 14, 2022, the Marketing segment represents branded fuel sales to Sinclair branded sites in the United States and licensing fees for the use of the Sinclair brand at additional locations throughout the country. The Marketing segment also includes branded fuel sales to non-Sinclair branded sites from legacy HollyFrontier agreements and revenues from other marketing activities. Our branded sites are located in several states across the United States with the highest concentration of the sites located in our West and Mid-Continent regions.

The Lubricants and Specialty Products segment represents Petro-Canada Lubricants Inc.’s production operations, located in Mississauga, Ontario, that includes lubricant products such as base oils, white oils, specialty products and finished lubricants, and the operations of our Petro-Canada Lubricants business that includes the marketing of products to both retail and wholesale outlets through a global sales network with locations in Canada, the United States, Europe and China. Additionally, the Lubricants and Specialty Products segment includes specialty lubricant products produced at our Tulsa refineries that are marketed throughout North America and are distributed in Central and South America and the operations of Red Giant Oil Company LLC, one of the largest suppliers of locomotive engine oil in North America. Also, the Lubricants and Specialty Products segment includes Sonneborn, a producer of specialty hydrocarbon chemicals such as white oils, petrolatums and waxes with manufacturing facilities in the United States and Europe.

The HEP segment includes all of the operations of HEP, which owns and operates logistics and refinery assets consisting of petroleum product and crude oil pipelines, terminals, tankage, loading rack facilities and refinery processing units in the Mid-Continent, Southwest and Rocky Mountains geographic regions of the United States. The HEP segment also includes 50% ownership interests in each of the Osage Pipeline (“Osage”), the Cheyenne Pipeline and Cushing Connect, a 25.06% ownership interest in the Saddle Butte Pipeline and a 49.995% ownership interest in the Pioneer Pipeline. Revenues from the HEP segment are earned through transactions with unaffiliated parties for pipeline transportation, rental and terminalling operations as well as revenues relating to pipeline transportation services provided for our refining operations. Due to certain basis differences, our reported amounts for the HEP segment may not agree to amounts reported in HEP’s periodic public filings.

		Refining			Renewables				Marketing			Lubricants and Specialty Products			HEP			Corporate, Other and Eliminations				Consolidated Total
		(In thousands)
Three Months Ended March 31, 2023
Sales and other revenues:
Revenues from external customers		$	5,665,214		$	202,413			$	937,385		$	733,714		$	26,416		$	—			$	7,565,142
Intersegment revenues			1,053,401			95,603				—			5,796			116,878			(1,271,678	)			—
		$	6,718,615		$	298,016			$	937,385		$	739,510		$	143,294		$	(1,271,678	)		$	7,565,142
Cost of products sold (exclusive of lower of cost or market inventory)		$	5,617,911		$	262,738			$	924,049		$	538,003		$	—		$	(1,238,644	)		$	6,104,057
Lower of cost or market inventory valuation adjustment		$	—		$	47,597			$	—		$	—		$	—		$	—			$	47,597
Operating expenses		$	517,820		$	31,371			$	—		$	63,593		$	52,142		$	(25,543	)		$	639,383
Selling, general and administrative expenses		$	39,078		$	915			$	6,963		$	39,264		$	4,635		$	5,058			$	95,913
Depreciation and amortization		$	103,123		$	19,974			$	5,871		$	19,910		$	24,465		$	640			$	173,983
Income (loss) from operations		$	440,683		$	(64,579	)		$	502		$	78,740		$	62,052		$	(13,189	)		$	504,209
Income (loss) before interest and income taxes		$	441,004		$	(64,556	)		$	502		$	78,540		$	66,108		$	(11,006	)		$	510,592
Net income attributable to noncontrolling interest		$	—		$	—			$	—		$	—		$	1,752		$	29,987			$	31,739
Earnings of equity method investments		$	—		$	—			$	—		$	—		$	3,882		$	—			$	3,882
Capital expenditures		$	67,774		$	4,844			$	5,255		$	8,649		$	7,614		$	5,933			$	100,069
Three Months Ended March 31, 2022
Sales and other revenues:
Revenues from external customers		$	6,371,894		$	28,313			$	277,041		$	753,558		$	27,944		$	—			$	7,458,750
Intersegment revenues			134,273			19,054				—			1,451			92,254			(247,032	)			—
		$	6,506,167		$	47,367			$	277,041		$	755,009		$	120,198		$	(247,032	)		$	7,458,750
Cost of products sold (exclusive of lower of cost or market inventory)		$	5,909,610		$	44,271			$	271,131		$	504,577		$	—		$	(227,577	)		$	6,502,012
Lower of cost or market inventory valuation adjustment		$	—		$	(8,551	)		$	—		$	—		$	—		$	—			$	(8,551	)
Operating expenses		$	354,972		$	27,096			$	—		$	66,001		$	42,624		$	(13,259	)		$	477,434
Selling, general and administrative expenses		$	33,882		$	872			$	140		$	41,749		$	4,312		$	29,467			$	110,422
Depreciation and amortization		$	94,681		$	5,800			$	501		$	20,594		$	21,586		$	1,439			$	144,601
Income (loss) from operations		$	113,022		$	(22,121	)		$	5,269		$	122,088		$	51,676		$	(37,102	)		$	232,832
Income (loss) before interest and income taxes		$	113,051		$	(22,102	)		$	5,269		$	124,701		$	55,403		$	(35,830	)		$	240,492
Net income attributable to noncontrolling interest		$	—		$	—			$	—		$	—		$	3,263		$	22,064			$	25,327
Earnings of equity method investments		$	—		$	—			$	—		$	—		$	3,626		$	—			$	3,626
Capital expenditures		$	29,920		$	98,769			$	—		$	6,370		$	14,147		$	9,090			$	158,296

Refining Segment Operating Data

The following tables set forth information, including non-GAAP (generally accepted accounting principles) performance measures about our refinery operations. Refinery gross and net operating margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments and depreciation and amortization. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.

The disaggregation of our refining geographic operating data is presented in two regions, Mid-Continent and West, to best reflect the economic drivers of our refining operations. The Mid-Continent region is comprised of the El Dorado and Tulsa refineries. The West region is comprised of the Puget Sound, Navajo, Woods Cross, Parco and Casper refineries. The refinery operations of the Parco and Casper refineries are included for the period March 14, 2022 (date of acquisition) through March 31, 2023.

		Three Months Ended March 31,
		2023				2022 (8)
Mid-Continent Region
Crude charge (BPD) (1)			211,390				290,200
Refinery throughput (BPD) (2)			231,260				305,390
Sales of produced refined products (BPD) (3)			205,010				280,260
Refinery utilization (4)			81.3	%			111.6	%
Average per produced barrel (5)
Refinery gross margin		$	20.34			$	9.32
Refinery operating expenses (6)			9.37				6.02
Net operating margin		$	10.97			$	3.30
Refinery operating expenses per throughput barrel (7)		$	8.31			$	5.53
Feedstocks:
Sweet crude oil			65	%			63	%
Sour crude oil			15	%			14	%
Heavy sour crude oil			11	%			18	%
Other feedstocks and blends			9	%			5	%
Total			100	%			100	%
Sales of produced refined products:
Gasolines			49	%			50	%
Diesel fuels			29	%			33	%
Jet fuels			8	%			7	%
Fuel oil			1	%			1	%
Asphalt			4	%			3	%
Base oils			5	%			4	%
LPG and other			4	%			2	%
Total			100	%			100	%

		Three Months Ended March 31,
		2023				2022 (8)
West Region
Crude charge (BPD) (1)			287,110				234,880
Refinery throughput (BPD) (2)			326,870				259,340
Sales of produced refined products (BPD) (3)			310,950				241,910
Refinery utilization (4)			68.7	%			70.6	%
Average per produced barrel (5)
Refinery gross margin		$	25.92			$	16.61
Refinery operating expenses (6)			12.32				9.33
Net operating margin		$	13.60			$	7.28
Refinery operating expenses per throughput barrel (7)		$	11.72			$	8.70
Feedstocks:
Sweet crude oil			32	%			23	%
Sour crude oil			40	%			55	%
Heavy sour crude oil			11	%			7	%
Black wax crude oil			5	%			6	%
Other feedstocks and blends			12	%			9	%
Total			100	%			100	%
Sales of produced refined products:
Gasolines			57	%			52	%
Diesel fuels			31	%			27	%
Jet fuels			4	%			6	%
Fuel oil			2	%			10	%
Asphalt			2	%			2	%
LPG and other			4	%			3	%
Total			100	%			100	%

Consolidated
Crude charge (BPD) (1)			498,500				525,080
Refinery throughput (BPD) (2)			558,130				564,730
Sales of produced refined products (BPD) (3)			515,960				522,170
Refinery utilization (4)			73.5	%			88.6	%
Average per produced barrel (5)
Refinery gross margin		$	23.70			$	12.69
Refinery operating expenses (6)			11.15				7.55
Net operating margin		$	12.55			$	5.14
Refinery operating expenses per throughput barrel (7)		$	10.31			$	6.98
Feedstocks:
Sweet crude oil			46	%			45	%
Sour crude oil			30	%			32	%
Heavy sour crude oil			10	%			13	%
Black wax crude oil			3	%			3	%
Other feedstocks and blends			11	%			7	%
Total			100	%			100	%

		Three Months Ended March 31,
		2023		2022 (8)
Consolidated
Sales of produced refined products:
Gasolines		54 %		51 %
Diesel fuels		30 %		31 %
Jet fuels		6 %		6 %
Fuel oil		1 %		5 %
Asphalt		3 %		2 %
Base oils		2 %		2 %
LPG and other		4 %		3 %
Total		100 %		100 %

(1)	Crude charge represents the barrels per day of crude oil processed at our refineries.
(2)	Refinery throughput represents the barrels per day of crude and other refinery feedstocks input to the crude units and other conversion units at our refineries.
(3)	Represents barrels sold of refined products produced at our refineries (including Asphalt and inter-segment sales) and does not include volumes of refined products purchased for resale or volumes of excess crude oil sold.
(4)	Represents crude charge divided by total crude capacity (BPSD). Our consolidated crude capacity is 678,000 BPSD.
(5)	Represents average amount per produced barrel sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.
(6)	Represents total Refining segment operating expenses, exclusive of depreciation and amortization, divided by sales volumes of refined products produced at our refineries.
(7)	Represents total Refining segment operating expenses, exclusive of depreciation and amortization, divided by refinery throughput.
(8)	We acquired the Parco and Casper refineries on March 14, 2022. Refining operating data for the three months ended March 31, 2022 includes crude oil and feedstocks processed and refined products sold at our Parco and Casper refineries for the period March 14, 2022 through March 31, 2022 only, averaged over the 90 days in the three months ended March 31, 2022.

Renewables Segment Operating Data

The following table sets forth information about our renewables operations and includes our Sinclair RDU for the period March 14, 2022 (date of acquisition) through March 31, 2023.

		Three Months Ended March 31,
		2023			2022
Renewables
Sales volumes (in thousand gallons)			46,012			4,943
Average per produced gallon (1)
Renewables gross margin (2)		$	0.77		$	0.63
Renewables operating expense (3)			0.68			5.48
Net operating margin		$	0.09		$	(4.85	)

(1)	Represents average amount per produced gallons sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.
(2)	Includes renewable diesel sales, intercompany and third party RINs sales.
(3)	Represents total Renewables segment operating expenses, exclusive of depreciation and amortization, divided by sales volumes of renewable diesel produced at our renewable diesel units.

Marketing Segment Operating Data

The following table sets forth information about our marketing operations and includes our Sinclair branded fuel business for the period March 14, 2022 (date of acquisition) through March 31, 2023.

		Three Months Ended March 31,
		2023 (1)			2022
Marketing
Number of branded sites at period end			1,511			1,323
Sales volumes (in thousand gallons)			328,407			84,913
Margin per gallon of sales (1)		$	0.04		$	0.07

(1)	Includes non-Sinclair branded sites from legacy HollyFrontier agreements.
(2)	Represents average amount per gallon sold, which is a non-GAAP measure. Reconciliations to amounts reported under GAAP are provided under “Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles” below.

Lubricants and Specialty Products Segment Operating Data

The following table sets forth information about our lubricants and specialty products operations.

		Three Months Ended March 31,
		2023			2022
Lubricants and Specialty Products
Sales of produced products (BPD)		31,790			35,010
Sales of produced products:
Finished products		50	%		51	%
Base oils		29	%		30	%
Other		21	%		19	%
Total		100	%		100	%

Effective the first quarter of 2023, management views the Lubricants and Specialty Products segment as an integrated business of processing feedstocks into base oils and processing base oils into finished lubricant products along with the packaging, distribution and sales to customers.

Reconciliations to Amounts Reported Under Generally Accepted Accounting Principles

Reconciliations of earnings before interest, taxes, depreciation and amortization (“EBITDA”) and EBITDA excluding special items (“Adjusted EBITDA”) to amounts reported under generally accepted accounting principles (“GAAP”) in financial statements.

Earnings before interest, taxes, depreciation and amortization, referred to as EBITDA, is calculated as net income attributable to HF Sinclair stockholders plus (i) interest expense, net of interest income, (ii) income tax provision and (iii) depreciation and amortization. Adjusted EBITDA is calculated as EBITDA plus or minus (i) lower of cost or market inventory valuation adjustments, (ii) decommissioning costs, (iii) HF Sinclair’s pro-rata share of HEP’s share of Osage environmental remediation costs and (iv) acquisition integration and regulatory costs.

EBITDA and Adjusted EBITDA are not calculations provided for under accounting principles generally accepted in the United States; however, the amounts included in these calculations are derived from amounts included in our consolidated financial statements. EBITDA and Adjusted EBITDA should not be considered as alternatives to net income or operating income as an indication of our operating performance or as an alternative to operating cash flow as a measure of liquidity. EBITDA and Adjusted EBITDA are not necessarily comparable to similarly titled measures of other companies. These are presented here because they are widely used financial indicators used by investors and analysts to measure performance. EBITDA and Adjusted EBITDA are also used by our management for internal analysis and as a basis for financial covenants.

Set forth below is our calculation of EBITDA and Adjusted EBITDA.

		Three Months Ended March 31,
		2023				2022
		(In thousands)
Net income attributable to HF Sinclair stockholders		$	353,266			$	159,974
Add interest expense			45,822				34,859
Subtract interest income			(19,935	)			(997	)
Add income tax expense			99,700				21,329
Add depreciation and amortization			173,983				144,601
EBITDA		$	652,836			$	359,766
Add (subtract) lower of cost or market inventory valuation adjustment			47,597				(8,551	)
Add decommissioning costs			—				957
Add HF Sinclair’s pro-rata share of HEP’s share of Osage environmental remediation costs			410				—
Add acquisition integration and regulatory costs			3,910				24,535
Adjusted EBITDA		$	704,753			$	376,707

EBITDA attributable to our Refining segment is presented below:

		Three Months Ended March 31,
Refining Segment		2023			2022
		(In thousands)
Income before interest and income taxes (1)		$	441,004		$	113,051
Add depreciation and amortization			103,123			94,681
EBITDA		$	544,127		$	207,732

(1)	Income before interest and income taxes of our Refining segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.

EBITDA and Adjusted EBITDA attributable to our Renewables segment is set forth below:

		Three Months Ended March 31,
Renewables Segment		2023				2022
		(In thousands)
Loss before interest and income taxes (1)		$	(64,556	)		$	(22,102	)
Add depreciation and amortization			19,974				5,800
EBITDA			(44,582	)			(16,302	)
Add (subtract) lower of cost or market inventory valuation adjustment			47,597				(8,551	)
Adjusted EBITDA		$	3,015			$	(24,853	)

(1)	Loss before interest and income taxes of our Renewables segment represents loss plus (i) interest expense, net of interest income and (ii) income tax provision.

EBITDA attributable to our Marketing segment is set forth below:

Marketing Segment		Three Months Ended March 31,
		2023			2022
		(In thousands)
Income before interest and income taxes (1)		$	502		$	5,269
Add depreciation and amortization			5,871			501
EBITDA		$	6,373		$	5,770

(1)	Income before interest and income taxes of our Marketing segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.

EBITDA attributable to our Lubricants and Specialty Products segment is set forth below.

Lubricants and Specialty Products Segment		Three Months Ended March 31,
		2023			2022
		(In thousands)
Income before interest and income taxes (1)		$	78,540		$	124,701
Add depreciation and amortization			19,910			20,594
EBITDA		$	98,450		$	145,295

(1)	Income before interest and income taxes of our Lubricants and Specialty Products segment represents income plus (i) interest expense, net of interest income and (ii) income tax provision.

Reconciliations of refinery operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Refinery gross margin and net operating margin are non-GAAP performance measures that are used by our management and others to compare our refining performance to that of other companies in our industry. We believe these margin measures are helpful to investors in evaluating our refining performance on a relative and absolute basis. Refinery gross margin per produced barrel sold is total Refining segment revenues less total Refining segment cost of products sold, exclusive of lower of cost or market inventory valuation adjustments, divided by sales volumes of produced refined products sold. Net operating margin per barrel sold is the difference between refinery gross margin and refinery operating expenses per produced barrel sold. These two margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments or depreciation and amortization. Each of these component performance measures can be reconciled directly to our consolidated statements of operations. Other companies in our industry may not calculate these performance measures in the same manner.

Reconciliation of average refining net operating margin per produced barrel sold to refinery gross margin to refining sales and other revenues

		Three Months Ended March 31,
		2023			2022
		(Dollars in thousands, except per barrel amounts)
Consolidated
Refining segment sales and other revenues		$	6,718,615		$	6,506,167
Refining segment cost of products sold (exclusive of lower of cost or market inventory adjustment)			5,617,911			5,909,610
Refining segment gross margin		$	1,100,704		$	596,557
Refining segment operating expenses		$	517,820		$	354,972
Produced barrels sold (BPD)			515,960			522,170
Refinery gross margin per produced barrel sold		$	23.70		$	12.69
Less average refinery operating expenses per produced barrel sold			11.15			7.55
Net operating margin per produced barrel sold		$	12.55		$	5.14

Reconciliation of renewables operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Renewables gross margin and net operating margin are non-GAAP performance measures that are used by our management and others to compare our renewables performance to that of other companies in our industry. We believe these margin measures are helpful to investors in evaluating our renewables performance on a relative and absolute basis. Renewables gross margin per produced gallon sold is total Renewables segment revenues less total Renewables segment cost of products sold, exclusive of lower of cost or market inventory valuation adjustments, divided by sales volumes of produced renewables products sold. Net operating margin per produced gallon sold is the difference between renewables gross margin and renewables operating expenses per produced gallon sold. These two margins do not include the non-cash effects of lower of cost or market inventory valuation adjustments and depreciation and amortization. Each of these component performance measures can be reconciled directly to our consolidated statements of operations. Other companies in our industry may not calculate these performance measures in the same manner.

Reconciliation of renewables gross margin and operating expenses to gross margin per produced gallon sold and net operating margin per produced gallon sold

		Three Months Ended March 31,
		2023				2022
		(In thousands, except for per gallon amounts)
Renewables segment sales and other revenues		$	298,016			$	47,367
Renewables segment cost of products sold			262,738				44,271
Lower of cost or market inventory adjustment			47,597				(8,551	)
			(12,319	)			11,647
Add (subtract) lower of cost or market inventory adjustment			47,597				(8,551	)
Renewables gross margin		$	35,278			$	3,096
Renewables operating expense		$	31,371			$	27,096
Produced gallons sold (in thousand gallons)			46,012				4,943
Renewables gross margin per produced gallon sold		$	0.77			$	0.63
Less operating expense per produced gallon sold			0.68				5.48
Net operating margin per produced gallon sold		$	0.09			$	(4.85	)

Reconciliation of marketing operating information (non-GAAP performance measures) to amounts reported under generally accepted accounting principles in financial statements.

Marketing gross margin is a non-GAAP performance measure that is used by our management and others to compare our marketing performance to that of other companies in our industry. We believe this margin measure is helpful to investors in evaluating our marketing performance on a relative and absolute basis. Marketing gross margin per gallon sold is total Marketing segment revenues less total Marketing segment cost of products sold divided by sales volumes of marketing products sold. This margin does not include the non-cash effects of depreciation and amortization. This component performance measure can be reconciled directly to our consolidated statements of operations. Other companies in our industry may not calculate these performance measures in the same manner.

Reconciliation of marketing gross margin to gross margin per gallon sold

		Three Months Ended March 31,
		2023			2022
		(In thousands, except for per gallon amounts)
Marketing segment sales and other revenues		$	937,385		$	277,041
Marketing segment cost of products sold			924,049			271,131
Marketing gross margin		$	13,336		$	5,910
Sales volumes (in thousand gallons)			328,407			84,913
Marketing segment gross margin per gallon sold		$	0.04		$	0.07

Reconciliation of net income attributable to HF Sinclair stockholders to adjusted net income attributable to HF Sinclair stockholders

Adjusted net income attributable to HF Sinclair stockholders is a non-GAAP financial measure that excludes non-cash lower of cost or market inventory valuation adjustments, decommissioning costs, HEP’s share of Osage environmental remediation costs and acquisition integration and regulatory costs. We believe this measure is helpful to investors and others in evaluating our financial performance and to compare our results to that of other companies in our industry. Similarly titled performance measures of other companies may not be calculated in the same manner.

		Three Months Ended March 31,
		2023			2022
		(In thousands, except per share amounts)
Consolidated
GAAP:
Income before income taxes		$	484,705		$	206,630
Income tax expense			99,700			21,329
Net income			385,005			185,301
Less net income attributable to noncontrolling interest			31,739			25,327
Net income attributable to HF Sinclair stockholders			353,266			159,974
Non-GAAP adjustments to arrive at adjusted results:
Lower of cost or market inventory valuation adjustment			47,597			(8,551	)
Decommissioning costs			—			957
HEP’s share of Osage environmental remediation costs			870			—
Acquisition integration and regulatory costs			3,910			25,031
Total adjustments to income before income taxes			52,377			17,437
Adjustment to income tax expense (1)			11,096			1,274
Adjustment to net income attributable to noncontrolling interest			460			496
Total adjustments, net of tax			40,821			15,667
Adjusted results – Non-GAAP:
Adjusted income before income taxes			537,082			224,067
Adjusted income tax expense (2)			110,796			22,603
Adjusted net income			426,286			201,464
Less net income attributable to noncontrolling interest			32,199			25,823
Adjusted net income attributable to HF Sinclair stockholders		$	394,087		$	175,641
Adjusted earnings per share – diluted (3)		$	2.00		$	0.99

(1)	Represents adjustment to GAAP income tax expense to arrive at adjusted income tax expense, which is computed as follows:

		Three Months Ended March 31,
		2023			2022
		(In thousands)
Non-GAAP income tax expense (2)		$	110,796		$	22,603
Add GAAP income tax expense			99,700			21,329
Non-GAAP adjustment to income tax expense		$	11,096		$	1,274

(2)	Non-GAAP income tax expense is computed by (a) adjusting HF Sinclair’s consolidated estimated Annual Effective Tax Rate (“AETR”) for GAAP purposes for the effects of the above Non-GAAP adjustments, (b) applying the resulting Adjusted Non-GAAP AETR to Non-GAAP adjusted income before income taxes and (c) adjusting for discrete tax items applicable to the period.
(3)	Adjusted earnings per share – diluted is calculated as adjusted net income attributable to HF Sinclair stockholders divided by the average number of shares of common stock outstanding assuming dilution, which is based on weighted-average diluted shares outstanding as that used in the GAAP diluted earnings per share calculation. Income allocated to participating securities, if applicable, in the adjusted earnings per share calculation is calculated the same way as that used in GAAP diluted earnings per share calculation.

Reconciliation of effective tax rate to adjusted effective tax rate

		Three Months Ended March 31,
		2023				2022
		(Dollars in thousands)
GAAP:
Income before income taxes		$	484,705			$	206,630
Income tax expense		$	99,700			$	21,329
Effective tax rate for GAAP financial statements			20.6	%			10.3	%
Adjusted – Non-GAAP:
Effect of Non-GAAP adjustments			—	%			(0.2	)%
Effective tax rate for adjusted results			20.6	%			10.1	%

Additional Information and Where You Can Find It

This report does not constitute a solicitation of any vote or approval with respect to the Proposed HEP Transaction. This report relates to a proposed business combination between the Company and HEP. In connection with the Proposed HEP Transaction, subject to further developments and if a transaction is agreed, the Company and HEP expect to file a proxy statement and other documents with the U.S. Securities and Exchange Commission (“SEC”). INVESTORS AND SECURITYHOLDERS OF THE COMPANY AND HEP ARE ADVISED TO CAREFULLY READ ANY PROXY STATEMENT AND ANY OTHER DOCUMENTS THAT HAVE BEEN FILED OR MAY BE FILED WITH THE SEC (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED HEP TRANSACTION, THE PARTIES TO THE PROPOSED HEP TRANSACTION AND THE RISKS ASSOCIATED WITH THE PROPOSED HEP TRANSACTION. Any definitive proxy statement, if and when available, will be sent to securityholders of the Company and HEP relating to the Proposed HEP Transaction. Investors and securityholders may obtain a free copy of such documents and other relevant documents (if and when available) filed by the Company or HEP with the SEC from the SEC’s website at www.sec.gov. Securityholders and other interested parties will also be able to obtain, without charge, a copy of such documents and other relevant documents (if and when available) from the Company’s website at www.hfsinclair.com under the Investor Relations tab or from HEP’s website at www.hollyenergy.com on the Investors page.

Participants in the Solicitation

The Company, HEP and their respective directors, executive officers and certain other members of management may be deemed to be participants in the solicitation of consents in respect of the Proposed HEP Transaction. Information about these persons is set forth in the Company’s proxy statement relating to its 2023 Annual Meeting of Stockholders, which was filed with the SEC on April 6, 2023; the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 28, 2023; HEP’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 28, 2023, and subsequent statements of changes in beneficial ownership on file with the SEC. Securityholders and investors may obtain additional information regarding the interests of such persons, which may be different than those of the respective companies’ securityholders generally, by reading the proxy statement and other relevant documents regarding the Proposed HEP Transaction (if and when available), which may be filed with the SEC.

No Offer or Solicitation

This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230504005445/en/

Atanas H. Atanasov, Executive Vice President and Chief Financial Officer

Craig Biery, Vice President, Investor Relations

HF Sinclair Corporation

214-954-6510

KEYWORDS: Texas United States North America

INDUSTRY KEYWORDS: Energy Professional Services Oil/Gas Finance

MEDIA:

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