AGREEMENT AND PLAN OF MERGER by and among HF SINCLAIR CORPORATION, NAVAJO PIPELINE CO., L.P., HOLLY APPLE HOLDINGS LLC, HOLLY LOGISTIC SERVICES, L.L.C., HEP LOGISTICS HOLDINGS, L.P. and HOLLY ENERGY PARTNERS, L.P. August 15, 2023Merger Agreement • August 16th, 2023 • Holly Energy Partners Lp • Pipe lines (no natural gas) • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of August 15, 2023 (together with all schedules hereto, this “Agreement”), is entered into by and among HF Sinclair Corporation, a Delaware corporation (“Parent”), Navajo Pipeline Co., L.P., a Delaware limited partnership and an indirect wholly owned Subsidiary of Parent (“HoldCo”), Holly Apple Holdings LLC, a Delaware limited liability company and a wholly owned Subsidiary of HoldCo (“Merger Sub”), Holly Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), HEP Logistics Holdings, L.P., a Delaware limited partnership and the general partner of the Partnership (“HLH”), and Holly Logistic Services, L.L.C., a Delaware limited liability company and the general partner of HLH (the “General Partner”). Certain capitalized terms used in this Agreement are defined in Article I.
