UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 18, 2009
DELEK US HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-32868 |
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52-2319066 |
(State or other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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7102 Commerce Way Brentwood, Tennessee
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37027 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code: (615) 771-6701
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Not Applicable
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(Former name or former address if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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EXPLANATORY NOTE
The registrant, Delek US Holdings, Inc., files this amendment to our Current Report on Form 8-K
(the Form 8-K) filed with the U.S. Securities and Exchange Commission (SEC) on February 23,
2009 to (a) correct the date of the report, and (b) provide additional clarification in the text of
Item 1.01.
Item 1.01 Entry Into a Material Definitive Agreement
On February 18, 2009, Delek Refining, Ltd. and Delek Pipeline Texas, Inc. (collectively, the
Borrowers), both of which are wholly-owned subsidiaries of the registrant, Delek US Holdings,
Inc., entered into the fourth amendment to their Second Amended and Restated Credit Agreement dated
October 13, 2006 (the SunTrust ABL) with various financial institutions including SunTrust Bank
as administrative agent, issuing bank, swingline lender and collateral agent. The Borrowers sought
and entered into the fourth amendment and entered into certain prior amendments (collectively, the Amendments)
in response to the shutdown of the registrants refinery after the fire and explosion that occurred
there on November 20, 2008. Among other things, the Amendments (a) permit the Borrowers to sell
certain crude delivery and storage system assets to the registrants marketing segment for a total
consideration of not less than $27.5 million, (b) increase the interest rate margin by 1.25%
annually and the unused lender commitment fees by at least 0.125%, (c) suspend utilization of the
SunTrust ABL during the current period of refinery inactivity, (d) set the terms and availability
under the SunTrust ABL during a defined refinery start up period, (e) add a covenant that requires
the restart of refinery operations at a prescribed level and for a prescribed period of time
beginning on or before September 30, 2009, and (f) confirm that the property maintenance covenant
does not apply during the current period of refinery inactivity. SunTrust Bank also serves as syndication agent under the
senior secured credit facility for MAPCO Express, Inc., a wholly-owned subsidiary of the registrant
and affiliate of the Borrowers.
Item 9.01 Financial Statements and Exhibits
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Shell company transactions.
Not applicable.
(d) Exhibits.
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