Northern Tier Energy LP Common Units Underwriting AgreementUnderwriting Agreement • July 30th, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
Northern Tier Energy LLC Northern Tier Finance Corporation unconditionally guaranteed as to the payment of principal, premium, if any, and interest by Northern Tier Energy LP Northern Tier Bakery LLC Northern Tier Retail LLC Northern Tier Oil...Exchange and Registration Rights Agreement • November 13th, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
Northern Tier Energy LLC, a Delaware limited liability company (the “Issuer”), and Northern Tier Finance Corporation, a Delaware corporation and a wholly-owned subsidiary of the Issuer (“Finance Co” and, together with the Issuer, the “Issuers”), propose to issue and sell to the Purchasers (as defined herein) upon the terms set forth in the Purchase Agreement (as defined herein) $275,000,000 aggregate principal amount of 7.125% Senior Secured Notes due 2020, which will be unconditionally guaranteed by the Guarantors (as defined below).
NORTHERN TIER ENERGY LLC, as Issuer, NORTHERN TIER FINANCE CORPORATION, as Co- Issuer, NORTHERN TIER ENERGY LP, as Parent Guarantor, THE SUBSIDIARY GUARANTORS PARTIES HERETO, AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Collateral Agent...Indenture • November 13th, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
INDENTURE dated as of November 8, 2012, among NORTHERN TIER ENERGY LLC, a Delaware limited liability company (“Issuer”), NORTHERN TIER FINANCE CORPORATION, a Delaware corporation, NORTHERN TIER ENERGY LP, a Delaware limited partnership (the “Parent Guarantor”), the SUBSIDIARY GUARANTORS (as defined herein) parties hereto, DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (the “Trustee”), as Trustee, and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (the “Collateral Agent”), as collateral agent.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • December 21st, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is entered into by and between Northern Tier Energy LLC (the “Company”), and Mario Rodriguez (“Executive”) and is effective as of December 20, 2012 (the “Separation Date”). The Company and Executive are referred to herein individually as a “Party” and collectively as the “Parties.”
TRANSACTION AGREEMENT BY AND AMONG NORTHERN TIER HOLDINGS LLC NORTHERN TIER ENERGY GP LLC NORTHERN TIER ENERGY LLC NORTHERN TIER ENERGY HOLDINGS LLC NORTHERN TIER RETAIL HOLDINGS LLC AND NORTHERN TIER ENERGY LP DATED AS OF JULY 25, 2012Transaction Agreement • July 30th, 2012 • Northern Tier Energy LLC • Petroleum refining • Delaware
This Transaction Agreement, dated as of July 25, 2012 (this “Agreement”), is entered into by and among Northern Tier Holdings LLC, a Delaware limited liability company (“NTH”), Northern Tier Energy GP LLC, a Delaware limited liability company (“NT GP”), Northern Tier Energy LLC, a Delaware limited liability company (“NTE LLC”), Northern Tier Energy Holdings LLC, a Delaware limited liability company (“NTE Holdings”), Northern Tier Retail Holdings LLC, a Delaware limited liability company (“NTE Retail”) and Northern Tier Energy LP, a Delaware limited partnership (the “Partnership”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”
Northern Tier Energy LLC Northern Tier Finance CorporationPurchase Agreement • November 6th, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
Northern Tier Energy LLC, a Delaware limited liability company (the “Issuer”), and Northern Tier Finance Corporation, a wholly owned subsidiary of the Issuer (“Finance Co,” and together with the Issuer, the “Issuers”), propose, subject to the terms and conditions stated herein, to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”), for whom Goldman, Sachs & Co., Deutsche Bank Securities Inc., and J.P. Morgan Securities LLC are acting as representatives (the “Representatives”), an aggregate of $275,000,000 principal amount of the 7.125% Senior Secured Notes due 2020 specified above (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of November 8, 2012 (the “Indenture”) among the Issuers, Northern Tier Energy LP, a Delaware limited partnership (the “Parent Guarantor” and, together with the Issuer, the “Company Parties”), the subsidiary guarantors listed in Schedule II hereto (each a “Subsidiary Guarantor” and collectively
NORTHERN TIER ENERGY LLC, NORTHERN TIER FINANCE CORPORATION, THE SUBSIDIARY GUARANTORS PARTY HERETO, AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and Collateral Agent SUPPLEMENTAL INDENTURE Dated as of November 2, 2012 to Indenture Dated as of...Supplemental Indenture • November 6th, 2012 • Northern Tier Energy LLC • Petroleum refining • New York
This SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 2, 2012, among NORTHERN TIER ENERGY LLC, a Delaware limited liability company (the “Company”), NORTHERN TIER FINANCE CORPORATION, a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the Subsidiary Guarantors named herein and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee and Collateral Agent (the “Trustee”), under the Indenture, dated as of December 1, 2010, as amended to date (the “Indenture”). Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF NORTHERN TIER ENERGY LLCLimited Liability Company Operating Agreement • August 2nd, 2012 • Northern Tier Energy LLC • Petroleum refining • Delaware
This Second Amended and Restated Limited Liability Company Operating Agreement (the “Agreement”) of Northern Tier Energy LLC (the “Company”) is made, entered into and effective as of July 31, 2012, by Northern Tier Energy LP, a Delaware limited partnership (“NTE LP”) and Northern Tier Energy Holdings LLC, limited liability company (“NTEH”). NTE LP and NTEH are each referred to herein as a “Member” and collectively as the “Members”).
