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.
