425
Filed
by Holly Corporation
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Frontier Oil Corporation
Commission File No: 1-07627
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HollyFrontier
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Weekly Communiqué #06Merger Update |
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April 21, 2011 |
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This week, we turn our attention to the HollyFrontier Mission & Values (and four more FAQs).
The worlds foremost organizations are mission driven and values based. The same is true in our
case, and here is what these words mean to us:
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Mission describes who we are as a company and what we are setting out to achieve in our
daily work. Said another way, mission describes the purpose for our company. Mission, by
its nature, also defines what we are not going to do. |
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Values are the beliefs, principles or standards that we hold in high regard and which
influence our judgment and shape behavior. (From the Latin valere, meaning, to be strong,
worthy or influential). |
Our Mission and Values are much more than just words on a page. They are real, living, breathing,
dynamic, influential forces. Everything we do emanates and flows from our mission; in prioritizing
and deciding, we constantly ask, Is this choice aligned with our mission? and Will this
commitment advance our mission? Again, one of the great utilities of mission is to equally convey
what we are going to do alongside what we are not going to do.
Similarly, our values help us make decisions on a daily basis that are clear and consistent. You
should see our values embedded everywhere, from performance appraisals and promotions to resource
allocations and acquisition choices. We trust that where you do not see them, you will let us
know.
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Employee FAQs
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Employee FAQs |
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Integration Team Response |
If I am offered and accept a position in
Dallas, how soon would I be expected to
report to the Dallas office?
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In most cases, relocation
would concur with closing
(our legal integration),
which is projected to be in
Q2-Q3 2011. |
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Who will be judging the logos?
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The Integration Team (with
the help of our respective
legal departments) will vet
the logo submissions and
select the winner.
Corporate identity is one of
our most important assets,
so we are taking this task
(albeit a fun and creative
one) very seriously.
Whether the chosen logo is
used in its entirety or
serves as the directional
inspiration for what
follows, we will share
several runners-up so you
can see the thoughtfulness
and creativity generated by
the contest. |
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How will my bonus be handled for 2011?
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Both Holly and Frontier
bonus programs will remain
independent until the end of
the year. Said another way,
to ensure there are no
misunderstandings: your
bonus program will not
change until 2012. We will
share more about the 2012
bonus program in upcoming
communications. |
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Could we be offered a better insurance
plan? Right now, we have one choice. I
(and several people I have spoken to) would
be willing to pay a little more
out-of-pocket money for a better insurance
plan. Thank you!
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Benefits will stay the same
through the end of 2011.
Offering multiple plans has,
as you can imagine, many
administrative implications.
We are immersed in
considering plan designs for
2012 and will announce these
in the 4th
quarter. We continue to
welcome input and are
committed to providing
excellent benefits. |
Submitting Questions or Suggestions to our Integration Team
For those of you who have questions, suggestions or concerns about the Integration processor have
heard rumors and would like to surface these for a response, you may either submit them to your
local HR Departmentwhich will, in turn, share them with usor you may email the HollyFrontier
Integration Team at hollyfrontier_merger_questions@hollycorp.com. Please share whats on your mind,
as we cannot strive to meet unknown expectations or address unshared concerns.
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On the fun front, only one week remains in the
HollyFrontier Corporation Logo Contest. It
concludes next Friday, April 29th
and the competition is absolutely FIERCE or, in the
words of one HR leader, Sweeping across our
organization like a wildfire! Remember, the winner
will receive a blazing iPad 2, so get those
submissions in before the contest concludes!
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Quotes of the Week
The Importance of Mission/Purpose:
The crowning fortune of a man is to be born to some pursuit, which finds him employment and
happiness, whether it be to make baskets, or broadswords, or canals, or statues or songs.
We do not work only to earn an income, but to find meaning in our lives. What we do is a large
part of who we are.
The Importance of Values:
Morality, when vigorously alive, sees farther than intellect.
Our conduct is the result of our character.
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Keep your eyes open for Communiqué #07 on Friday, April 29th, 2011, as we hope to have a
few Organizational Structure announcements. Remember (in May) some of the Communiqués are expected
to occur by video (rather than in writing) so we can include a few brief interviews with leaders.
In the summer, we intend to continue these dialogues in person by hosting a few on-site Q&A
sessions with our respective managers.
On behalf of the broader HollyFrontier Integration Team, have a safe and wonderful holiday.
Dave Lamp
President
Holly Corporation
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Important Information for Investors and Shareholders
This communication does not constitute an offer to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval. The issuance of Holly Corporation (Holly)
common stock in connection with the proposed merger will be submitted to Hollys shareholders for
their consideration, and the proposed merger will be submitted to shareholders of Frontier Oil
Corporation (Frontier) for their consideration. Holly filed with the Securities and Exchange
Commission (SEC) a registration statement on Form S-4 that included a joint proxy statement to be
used by Holly and Frontier to solicit the required approval of their shareholders in connection
with the proposed merger and constituted a prospectus of Holly. Holly and Frontier may also file
other documents with the SEC concerning the proposed merger. INVESTORS AND SECURITY HOLDERS OF
HOLLY AND FRONTIER ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED
MERGER AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER.
Investors and security holders may obtain a free copy of the joint proxy statement/prospectus and
other documents containing important information about Holly and Frontier through the website
maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by Holly
will be available free of charge on Hollys website at
www.hollycorp.com under the tab Investors
or by contacting Hollys Investor Relations Department at (214) 871-3555. Copies of documents filed
with the SEC by Frontier will be available free of charge on Frontiers website at
www.frontieroil.com under the tab Investor Relations and then under the tab SEC Filings or by
contacting Frontiers Investor Relations Department at (713) 688-9600.
Holly, Frontier and certain of their respective directors and executive officers may be deemed to
be participants in the solicitation of proxies from the shareholders of Holly and shareholders of
Frontier in connection with the proposed transaction. Information about the directors and executive
officers of Holly is set forth in its proxy statement for its 2011 annual meeting of shareholders,
which was filed with the SEC on March 31, 2011. Information about the directors and executive
officers of Frontier is set forth in its proxy statement for its 2011 annual meeting of
shareholders, which was filed with the SEC on March 21, 2011. These documents can be obtained free
of charge from the sources indicated above. Other information regarding the participants in the
proxy solicitation and a description of their direct and indirect interests, by security holdings
or otherwise, are contained in the joint proxy statement/prospectus and other relevant materials to
be filed with the SEC.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These include
statements regarding the effects of the proposed merger and statements preceded by, followed by or
that otherwise include the words believes, expects, anticipates, intends, estimates, or
similar expressions. Forward looking statements relating to expectations about future results or
events are based upon information available to Holly and Frontier as of todays date, and are not
guarantees of the future performance of Holly, Frontier or the combined company, and actual results
may vary materially from the results and expectations discussed. For instance, although Holly and
Frontier have signed an agreement for a subsidiary of Holly to merge with and into Frontier, there
is no assurance that they will complete the proposed merger. The merger agreement will terminate if
the companies do not receive the necessary approval of Hollys shareholders or Frontiers
shareholders or government approvals or if either Holly or Frontier fails to satisfy conditions to
closing. Additional risks and uncertainties related to the proposed merger include, but are not
limited to, the successful integration of Hollys and Frontiers business and the combined
companys ability to compete in the highly competitive refining and marketing industry. The
revenues, earnings and business prospects of Holly, Frontier and the combined company and their
ability to achieve planned business objectives will be subject to a number of risks and
uncertainties. These risks and uncertainties include, among other things, risks and uncertainties
with respect to the actions of actual or potential competitive suppliers of refined petroleum
products in Hollys, Frontiers and the combined companys markets; the demand for and supply of
crude oil and refined products; the spread between market prices for refined products and market
prices for crude oil; the possibility of constraints on the transportation of refined products; the
possibility of inefficiencies, curtailments or shutdowns in refinery operations or pipelines;
effects of governmental and environmental regulations and policies; the availability and cost of
financing; the effectiveness of capital investments and marketing strategies; efficiency in
carrying out construction projects; the ability to acquire refined product operations or pipeline
and terminal operations on acceptable terms and to integrate any existing or future acquired
operations; the possibility of terrorist attacks and the consequences of any such attacks; and
general economic conditions.
Holly and Frontier caution that the foregoing list of risks and uncertainties is not exclusive.
Additional information concerning these and other risks is contained in Hollys and Frontiers most
recently filed Annual Reports on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent
Current Reports on Form 8-K and other SEC filings. All subsequent written and oral forward-looking
statements concerning Holly, Frontier, the proposed merger or other matters and attributable to
Holly or Frontier or any person acting on their behalf are expressly qualified in their entirety by
the cautionary statements above. Neither Holly nor Frontier undertake any obligation to publicly
update any of these forward-looking statements to reflect events or circumstances that may arise
after the date hereof.
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