HF Sinclair CorpDINO
HF Sinclair Corp Debt Disclosure
Debt
Credit Agreements
On April 3, 2025, we terminated our $1.65 billion senior unsecured revolving credit facility maturing in April 2026 (the “Terminated HF Sinclair Credit Agreement”) and the $1.2 billion senior secured revolving credit facility maturing in July 2025 of our wholly owned subsidiary HEP (the “Terminated HEP Credit Agreement”). Contemporaneously, we entered into a new $2.0 billion senior unsecured revolving credit facility maturing in April 2030 (the “HF Sinclair Credit Agreement”), which contains an extension feature that allows us to extend the term of the commitment from time to time in increments of up to one year subject to the terms and conditions set forth in the HF Sinclair Credit Agreement. The HF Sinclair Credit Agreement includes an accordion feature that allows us to increase such commitments to an aggregate principal amount of up to $2.75 billion. In addition, HF Sinclair was released from its obligations under the Parent Guaranty Agreement, dated as of December 1, 2023, as guarantor, in favor of Wells Fargo Bank, National Association, in its capacity as administrative agent (the “Guaranty”), and the Guaranty was terminated. We did not pay any prepayment penalties in connection with the termination of the Terminated HF Sinclair Credit Agreement or the Terminated HEP Credit Agreement. We recognized an early extinguishment loss of $1 million, inclusive of unamortized debt issuance costs.
Indebtedness under the HF Sinclair Credit Agreement bears interest, at our option, at either (a) the greater of (i) the prime rate (as publicly announced from time to time by the administrative agent), (ii) a base rate equal to the highest of the Federal Funds Effective Rate (as defined in the HF Sinclair Credit Agreement) plus 0.5%, and (iii) Spread Adjusted Term SOFR (as defined in the HF Sinclair Credit Agreement) for a one-month interest period plus 1%, as applicable, plus an applicable margin (ranging from 0.125% to 1.000%), or (b) at a rate equal to the Spread Adjusted Term SOFR (as defined in the HF Sinclair Credit Agreement) for the applicable interest period plus an applicable margin (ranging from 1.125% to 2.000%). The applicable margin is based on HF Sinclair’s debt rating assigned by Standard & Poor’s Rating Services, Fitch Ratings, Ltd. and Moody’s Investors Service, Inc.
As of December 31, 2025, we were in compliance with all covenants and had no outstanding borrowings or letters of credit under the HF Sinclair Credit Agreement.
Senior Notes Offering, Tender Offers and Redemptions
On January 23, 2025, HF Sinclair issued an aggregate principal amount of $1.4 billion of senior notes consisting of $650 million aggregate principal amount of 5.750% Senior Notes due 2031 (the “HF Sinclair 5.750% Senior Notes”) and $750 million aggregate principal amount of 6.250% Senior Notes due 2035 (the “HF Sinclair 6.250% Senior Notes” and together with the HF Sinclair 5.750% Senior Notes, the “January HFS Notes”) for net proceeds of approximately $1.38 billion, after deducting the underwriters’ discount and commissions and offering expenses. The January HFS Notes are unsecured and unsubordinated obligations of ours and rank equally with all our other existing and future unsecured and unsubordinated indebtedness.
We used a portion of the funds from the January HFS Notes to complete the early settlement of cash tender offers and redemptions for $996 million in aggregate principal amount as follows:
| Maturity Date | Aggregate Principal Amount Accepted | Purchase Price Including Premium | ||||||||||||||||||
(In millions) | ||||||||||||||||||||
HF Sinclair Senior Notes: | ||||||||||||||||||||
5.875% Senior Notes | April 2026 | $ | 643 | $ | 650 | |||||||||||||||
6.375% Senior Notes | April 2027 | 150 | 153 | |||||||||||||||||
| 793 | 803 | |||||||||||||||||||
HollyFrontier Senior Notes: | ||||||||||||||||||||
5.875% Senior Notes | April 2026 | 203 | 205 | |||||||||||||||||
Total | $ | 996 | $ | 1,008 | ||||||||||||||||
Additionally, we used a portion of the net proceeds from the January HFS Notes offering to repay the $350 million under the Terminated HEP Credit Agreement due 2025.
On August 18, 2025, HF Sinclair issued an aggregate principal amount of $500 million of 5.500% Senior Notes due 2032 (the “HF Sinclair 5.500% Senior Notes”) for net proceeds of approximately $491 million, after deducting the underwriters’ discount and commissions and offering expenses. The HF Sinclair 5.500% Senior Notes are unsecured and unsubordinated obligations of ours and rank equally with all our other existing and future unsecured and unsubordinated indebtedness.
We used a portion of the funds from the HF Sinclair 5.500% Senior Notes to complete the early settlement of cash tender offers and redemptions for $404 million in aggregate principal amount as follows:
| Maturity Date | Aggregate Principal Amount Accepted | Purchase Price Including Premium | ||||||||||||||||||
(In millions) | ||||||||||||||||||||
HF Sinclair Senior Notes: | ||||||||||||||||||||
5.875% Senior Notes | April 2026 | $ | 154 | $ | 155 | |||||||||||||||
6.375% Senior Notes | April 2027 | 250 | 253 | |||||||||||||||||
Total | $ | 404 | $ | 408 | ||||||||||||||||
We recognized an early extinguishment loss of $23 million, inclusive of unamortized discount and debt issuance costs, as a result of the tender offers and redemptions for the year ended December 31, 2025.
Senior Notes
Our unsecured senior notes and unsubordinated obligations rank equally with all future unsecured and unsubordinated indebtedness.
We may, from time to time, seek to retire some or all of our outstanding debt agreements through cash purchases, and/or exchanges, open market purchases, privately negotiated transactions, tender offers or otherwise. Such transactions, if any, may be material and depends on prevailing market conditions, our liquidity requirements and other factors.
HF Sinclair Financing Arrangements
Certain of our wholly owned subsidiaries entered into financing arrangements whereby such subsidiaries sold a portion of their precious metals catalyst to a financial institution in exchange for cash and then financed the use of the precious metals catalyst for a term not to exceed one year. During the year ended December 31, 2025, we received proceeds of $30 million and made principal payments of $6 million related to such arrangements. The volume of the precious metals catalyst and the interest rate are fixed over the term of each agreement, and the payments are recorded as Interest expense. Upon maturity of the financing arrangements, we must either extend the maturity or satisfy the obligation at fair market value, which is considered an embedded derivative as discussed in Note 14. These financing arrangements are measured at fair value and are included in Accrued liabilities on our consolidated balance sheets. See Note 6 for additional information.
Certain inventory buy/sell arrangements in which we have a repurchase obligation are recognized as financing arrangements. During the year ended December 31, 2025, we received cash proceeds and made principal payments of $103 million related to these financing arrangements.
We may, from time to time, issue letters of credit pursuant to uncommitted letters of credit facilities, which are unrelated to the HF Sinclair Credit Agreement. At December 31, 2025, we had letters of credit totaling a nominal amount under such credit facilities.
The principal and carrying amounts of Long-term debt are as follows:
Carrying Amount (1) | ||||||||||||||||||||
| Maturity Date | December 31, 2025 | December 31, 2024 | ||||||||||||||||||
| (In millions) | ||||||||||||||||||||
HF Sinclair Senior Notes: | ||||||||||||||||||||
5.875% Senior Notes | April 2026 | $ | — | $ | 797 | |||||||||||||||
6.375% Senior Notes | April 2027 | — | 400 | |||||||||||||||||
5.000% Senior Notes | February 2028 | 499 | 499 | |||||||||||||||||
4.500% Senior Notes | October 2030 | 325 | 325 | |||||||||||||||||
5.750% Senior Notes | January 2031 | 650 | — | |||||||||||||||||
5.500% Senior Notes | September 2032 | 500 | — | |||||||||||||||||
6.250% Senior Notes | January 2035 | 750 | — | |||||||||||||||||
| 2,724 | 2,021 | |||||||||||||||||||
HollyFrontier Senior Notes: | ||||||||||||||||||||
5.875% Senior Notes | April 2026 | — | 203 | |||||||||||||||||
4.500% Senior Notes | October 2030 | 75 | 75 | |||||||||||||||||
| 75 | 278 | |||||||||||||||||||
HEP Senior Notes: | ||||||||||||||||||||
5.000% Senior Notes | February 2028 | 1 | 1 | |||||||||||||||||
| 1 | 1 | |||||||||||||||||||
| Total Senior Notes | 2,800 | 2,300 | ||||||||||||||||||
Terminated HEP Credit Agreement | July 2025 | — | 350 | |||||||||||||||||
Terminated HF Sinclair Credit Agreement | April 2026 | — | — | |||||||||||||||||
HF Sinclair Credit Agreement | April 2030 | — | — | |||||||||||||||||
| Total Credit Agreements | — | 350 | ||||||||||||||||||
| Total debt at face value | 2,800 | 2,650 | ||||||||||||||||||
| Unamortized discount and debt issuance costs | (31) | (12) | ||||||||||||||||||
| Total debt | 2,769 | 2,638 | ||||||||||||||||||
Current debt | — | (350) | ||||||||||||||||||
| Long-term debt | $ | 2,769 | $ | 2,288 | ||||||||||||||||
(1)As of December 31, 2025 and 2024, the carrying amounts of our Senior Notes equaled the principal amounts.
The fair values of the senior notes are as follows:
| December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (In millions) | ||||||||||||||
HF Sinclair, HollyFrontier and HEP Senior Notes | $ | 2,858 | $ | 2,284 | ||||||||||
These fair values are based on a Level 2 inputs. See Note 6 for additional information on Level 2 inputs.
Principal maturities of outstanding debt as of December 31, 2025 are as follows:
| Years Ending December 31: | (In millions) | |||||||
| 2026 | $ | — | ||||||
| 2027 | — | |||||||
| 2028 | 500 | |||||||
| 2029 | — | |||||||
| 2030 | 400 | |||||||
| Thereafter | 1,900 | |||||||
| Total | $ | 2,800 | ||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2023 | Feb 21, 2024 | |
| 2022 | Feb 28, 2023 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.