Northern Tier Energy LP (NTI)

[jugs]

Are you thinking WNR, as the GP, in in position to and will insist that NTI withhold monies that would ordinarily be distributed to unitholders in order to service debt obligations?

I'd have thought that illegal as it invites legal questions about slanting things away from the retail sector and would be self-serving.....especially in light of the fact that WNR doesn't yet have total control over NTI's apron strings.

Am I not understanding how this works? You are ahead of me on the handling of debt, I'm sure.

[pete807]

jugs pointed to the new debt and I will add... dilution. Read the S-4 or my post:
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=119997107
This morning both WNR and NTI were quite out of favor for good reason. The current formula adds some clarity to the offer which will be a premium to the current prices and values of these companies.
Seems to confirm my thought that people will want the cash and not the shares of WNR. 26.06 will be unrealistic as they will not have the cash and force a partial dumping of shares on the unit holders. The money borrowed was a gift of interest which will be paid to the sponsor bank(s). Goldman Sachs, and/or Morgan Stanley, who held enough units in their funds for clients to guarantee the vote on the merger.
It will be interesting to read the low information articles and comments that will likely continue to miss the big picture. I hope many traders also miss what is about to happen and the profit from Q4 makes them chase the yield before it is swallowed... and becomes cash flow to cover debt and dilution.

[jugs]

Where's WNR getting the bucks for the buyout?

Debt

And now piling onto NLG makes all the sense in the world. As you know, the refining stocks are not what they were just a quarter, 2, 3 or four ago.

ALDW is the only one I'd like to be owning but even that one won't make it into a portfolio of mine until the CS favors tactical change. This is simply the wrong time to be banking on a feast. The oven is broken. I'll probably be a buyer in February or March but only if I see units going for under $18. I think it's going to be a long wait for those fat distributions to be back in style.

[bzusa]

The "refiningreport" had the average 2016 cs for PADD II (2:1:1) as $10.60; just horrible. (Data thru 1/14/16)
Was $15+ last q, $22 in q3, and $19 in q1 '15.
On another negative note, the WTI Bakken differential is $.05.
Lowest I've ever seen it.
The WTI Brent spread was ($1.30)!!!!!!!
Lots of changes in January.

Historically, refiner stocks rise in late Feb.
Where's WNR getting the bucks for the buyout?

[jugs]

Everything you're saying makes perfect sense. At the same time, I'm glad I'm not having to keep this on my plate for dinner. And breakfast. Lunch, too! It would be bothering me, never knowing how things will pan out. And having absolutely no control over things.

Investors come in all shapes and sizes. And risk tolerance is always going to loom large. When it comes to stressors, I tend to view them as natural to the game as played by the management of stocks we own---or situations around our investments that we either encourage unwittingly or simply fail to address in good time.

I sold the majority of my NTI well after the announced tender and a couple of weeks ago as I didn't want to find myself caught up in WNR-related debate. And units had risen to well above $26. SA readers were getting to me also---so much whining and complaining and frankly, I never feel like a victim and am so appreciative of the freedom I enjoy as I plot my own course.

And that is what largely motivated me to sell my units. It wasn't about gaining profit although I'd done well over the years---very well, in fact. But today is a new day and a new game is being prepped in the stadium. I want to put on that new uniform!

Sensing NGL was to be my NTI replacement, I went head first into accumulating units. Sure, I felt uncertainty at times, afraid that I was acting stupidly in trusting the BOD would honor its pledges. Yet things seemed to be adding up in a way that had me comfortable at least enough to take the plunge and hope for the best.

Risk is not often a big bad word for me. Things I sold yesterday to raise cash for SDLP and NGL were moderate to severe losers. In selling, I was letting go of opportunities to recoup losses and assuage my twisted ego. And for that reason I sold just portions of losing stocks. By doing that I lessen the pain of giving up on some picks and, secondarily, myself.

With NGL and SDLP dropping so much without smart explanation, I did what made sense to me. It continues to do that and I'm ready to continue building. You're doing the same thing, it seems.

As for participating in the vote? I won't get to do it but I'm not seeing it as an opportunity to tell WNR to screw itself. And I feared I was screwing myself when I sold off. Had NGL not arisen as the next star-to-be---I'd be licking some serious wounds right about now and extending to Feb. 15, payday.

when all is said and done, we are pretty damned lucky to have gotten into NGL when we did---just in time to mitigate some of our disquieting feelings regarding the shutting down of NTI as we'd known it.

[pete807]

Inside the S-4 they say the pro rating will be adjusting the cash/share formula based on what is available to people after they choose either cash or shares. They also say the payout if any will not effect the offer price.
In the case of KMI/KMP which I know very well from participation... it was people wanting shares and having to settle for a fraction of cash because of election leaning toward shares more than available. Here it will be exactly opposite I believe. People will be forced to take the WNR shares at a paltry level x .2986 as the deal details.
So that is likely to also effect volume on the day they announce the completion of the deal. I won't wait for that traffic jam and be trampled by lemmings, lol. Lots can happen in the meantime. I will get a chance to vote no to the deal just for the fun of it, then follow my earlier explanation of tax implication selling.
Market had a dead cat bounce today! GLTA!

[jugs]

That's some massive dilution. And debt. And both occurring at a highly pressured time for most members of the energy sector. Capital markets will not be especially friendly until things change, I should think. I hope WNR is prepared to unlock the piggy bank. And I wonder if they won't attempt to place a choke-hold on NTI just before the Q2 payout's projected date? Wouldn't that be icing on the cake for disgruntled NTI investors?

[pete807]

January 19 WNR filed form S-4 with their estimated registration of 17+ million new shares dilution to raise some 626+ million dollars adding debt to make the deal happen.
http://archive.fast-edgar.com//20160119/AJ2ZM22GZW2RF9Z2222H2ZXOMUHEZZ22NS82/
They will need a lot of cash flow generating a lot of EBITA to get back to their projected price of $48 from the current $30 price. Seems headed the other way at least short term in spite of being called a buying op here by some.
http://www.streetregister.com/stocks-that-offer-fresh-buy-signal-western-refining-inc-wnrinternational-business-machines-corporation-ibm-medical-properties-trust-inc-mpw/2514566/

[jugs]

You're more tax-aware than I so I'll assume you're on top of things.
Obviously you've thought this out carefully, I admire you for that.

I've had NTI and another MLP or two in sheltered accounts. I have NGL in thee sheltered ones in addition to my general account. My accountant takes care of things so that nothing infringes on my fun other than for the blood in the streets.

This year has been terrible for me. However, I've executed so much repositioning that I'm expecting great returns starting later this year and continuing into 2017---pretty much what I think you're thinking, too.

Glad you're back in SDLP. There's discussion on the board although I know I stirred things up a bit through just a couple of posts. That has me thinking members are unsure about the stock. With you joining me on the board, we should find it easy to stimulate interest. That would be nice for us all.

I'll be a buyer at $2.15 as I indicated but if it gets all the way down to $2, I'll go for more than doubling my position (1,500 units). I know better than to assume today's numbers will stick. So I figure you're right about adding in the low $2s.

Boy, I hope you'll get active on the SDLP board! It's so much more fun for me, having you to play catch with, given that most members are looking for irrefutable logic on which to build a case for adding shares. But there's so much to be said for the fun of sharing ideas and insights, gains and even failures.

Meanwhile, let's enjoy the moment even if it yields to day traders in a couple of hours.

[pete807]

I am holding the low cost units in the core that have the basis down around $15 for the possible tax adjustment forced on us this year. Yes, I will be selling them closer to the finish line against possible losses from the blood bath if that continues into summer. I would much rather pay taxes on the money made in April of 2017, if I have a monster trading year, which I am optimistic at this point. I don't foresee leaving money stagnant and tax paid cost basis of WNR shares very attractive as we have discussed. Most NTI investors that do their own trading must see that as a bad outcome also. However I was informed by a friend that manages family trusts that some of his clients own the units in protected accounts
I have 500 of SDLP and want more if it comes back to low 2s also. Up over 12% today!
I owned and was beaten up by SDRL a few years ago so I know the difference too well, lol.

[jugs]

I was thinking more simply than you give me credit for---as in the all-cash option which, at this point, is terrible.

Proration is also terrible. As much as I was reluctant to vacate NTI, I'm feeling a bit relieved now that it's done. NGL is living up to its tradition by reaching for the moon.

And a pick I launched yesterday is SDLP. Another high yield that just cut its distribution by more than half. However, it is committed to shelling out 25 cents/u. You might check out the board. Don't make the mistake of thinking it's SDRL as that is very different and isn't a limited partnership paying a distribution of any sort.

This is one of the most widely recognized companies in its space. They operate all over the world. From "The Street":

SDLP BUSINESS DESCRIPTION Seadrill Partners LLC owns, operates, and acquires offshore drilling units. The company primarily serves various oil and gas companies. As of March 31, 2015, its fleet consisted of four semi-submersible drilling rigs, three drillships, and three tender rigs

Tender rigs aren't drilling rigs, they're support platforms for drilling operations----beds, supplies, personal areas for crew members and the like. Units are running at $2.45. I have just 1,500u so far and am waiting for the price to drop back to $2.15 so I can double down. That's my cost basis, btw. Like MDR, I see this as a no-brainer, just gotta be willing to ride out the current storm and hope things turn around starting in October as my sixth sense is telling me.

Now, if only I could count. lol

If I recall, you've still got some NTI. Will you continue to hold or will you bail at some point?

[pete807]

I think you meant to use the formula of $15 cash plus .2986 of WNR price per share when you said...

One needs only look at WNR's bid of $30.53 right at this moment.....

That formula produced a price of 24.12 at that moment. Then there is the bone of the payout however small it will be. Additionally the all cash offer of 26.06 which could be prorated somehow. Seems likely now.
Despite the drop in sympathy with general massacre of the market NTI would have been in the teens without the offer imo. I also don't believe there will be a change BECAUSE they made note of a pro rated adjustment. idk if that statement allows them to justify a lower bid price but won't be surprised if more lawyer speak comes from the cabal of the two boards. They showed us their true private inclusive club nature.
In the post bottom of crude world which most everyone now thinks will take place some time in late 16 or early next year, both WNR and the company once known as NTI will do well with the cash flow combined. While I don't like the deal and WNR taking our little cash cow, I think the money I have remaining in NTI is going to grow into the conclusion of the deal. The post deal value will be better for those able to stand the smell of it and not be too emotional about the loss. That is my new take here.

[jugs]

Well, folks---here we are with NTI perched at $24.325, well down from the $25.50-$26.80 of just days ago. Is it the bloodbath alone? One needs only look at WNR's bid of $30.53 right at this moment.....

It has me wondering if the tender WNR came up with will be further modified to the downside? I'd expect so. No point in putting out dinner for the dead dog.

Yesterday I sold my last remaining 200 units of NTI. I hold no shares of WNR. I traded the cash in for the launch of a new position in Sea Drill Partners (SDLP) paying 25 cents soon on units barely above $2. Now there's a sweet deal!!! Do not confuse this with SDRL which hasn't a partnership orientation and pays nada.

Also added significantly to NGL and LADR, both of which are covered on their respective boards here at IHUB.

These will be regarded as bold moves by some, no doubt. But these are investments that I believe hold greater promise than anything to be derived by holding stocks going down quickly in a red bath.

[jugs]

The article is worthlessly sophomoric.....under researched, fails to correctly connect dots.

Diehard NTI fans refuse to accept the roll of the dice as produced by WNR and continue railing against an overly insurmountable force. Futile!

I'm nearly out of NTI and making fine $$ in NGL. No complaints.

[pete807]

Oil is down again and no bottom in sight...

Some investors are acquiring put options giving them the right to sell at $25 a barrel, anticipating that Brent will fall below that, and the costs of those options are soaring.

http://www.reuters.com/article/us-global-oil-idUSKBN0UM01520160108

[pete807]

SA author hogwash:
I wrote a scathing comment on this article but did not post it for technical reasons involving my inability to copy it into my clipboard while trying to copy the link to post here. My rant was how wrong the author is but if you read the comments that are posted it appears everyone who read it disagrees with the author as well. Suffice it to say we unit holders of NTI will forget more than this author will ever know about the St.Paul Park refinery and the deal about to go down. I repeat this deal is clear evidence why the big banks with their funds that buy stocks for their clients should have been made to split those conflicting instruments off back in 08. nuff said.
link: http://seekingalpha.com/article/3797196-northern-tier-energy-and-western-refining-merger-headed-for-a-train-wreck?auth_param=i4ud:1b909gm:4d2c2535bbad402046e4fad5c449a814&uprof=46

[jugs]

Pete,

I think today's higher valuation is coming at the hands of ignorant investors who have read that refiners stand to pay out big distributions. Of course it's stupid but they don't know better. And they missed the boat. And their faces won't be the first to sport eggs dripping down.

One thing I know for sure is that I sold a few hundred NTI yesterday and today at great prices and grabbed NGL at far greater prices. It's a win-win and it doesn't get better than this.

[pete807]

Up she comes with anticipation buying supported by offer. All cash 26.06 is not the answer today! WNR up to $39 with .38 divi declared. Formula at the moment pays 26.65 by my calculation. Waiting to see what the price is when they get voter approval from their buddies in New York banking. We are supposed to get the payout over and above. Guess it will really depend on timing of our exit. Many are thinking May payout too... but surely not all, lol..

[jugs]

Neat! WNR and NTI both hurting today. I expect to see further decay, hurting the deal's final resolution.

PFIE is looking better. Have an offer to add at $1 and will repeat if volume rises to accommodate bigger deals.

[jugs]

Saw the Fitch report when it came out. I disagree on several key points. I also know the report doesn't care about cyclicality, it is all about mark to market. And while recognizing the MLP status, it indicts NGL for sticking to its payout scheme.

[pete807]

Stay with our small group on other boards... there is mutual benefit in sharing ideas, articles and stats.

There were no other suitors besides WNR because the 38% they already own is a billion or so less than another company would have to raise. AND the big banks were likely given a chance to profit by providing the capital if they voted their proprietary funds shares and tipped the balance to a guarantee.
Does anyone else see this example of why the big banks should have been forced to split off their conflicting divisions after the crash of 08? Too big to be fair... no?
I will take the cash and move on because the risk reward is too high on WNR, who will have higher debt and dilution, so it will take time for their pps to recover. They will come back but they have to prove their new model over time. Couple that with the drop caused by people leaving. NTI holders will leave for better yields elsewhere. WNR was one of the most shorted stocks in the energy sector in 2013 and that will be fresh in a few memories too. I am reluctantly going to sell the remaining 2/3 after year end to delay the cap gains for another year. GLTA!

I hope to buy UGAZ at open in the morning with some money taken off the table here. Winter is finally here and the trend over there has reversed creating a likely short term gain. Storm today over the middle of the country will also factor into my thinking. I also like that PFIE is under $1 again and has no debt, low float. jugs is correct that it should not be under a buck so imo there is a possible double.

[bzusa]

Jugs, Fitch downgraded NGL - for many good reasons.
I researched the company, posted a comment on the yahoo NGL website ("Fitch downgrade") if you want to read my takeaway after a bit of research.
Well WNR has crashed some more making $26.06 look like NTI owners should be happy.
Not a good time for refiners.
Winter is normally bad and the lifting the export ban only makes things appear worse.

[jugs]

Boy, are you ever right in calling it absurd. There was a time when I had 9,000 units. Don't nobody never tell me nuttin' about variable schmariable. And I could have lived on those fat distributions!

The spin doctors will tell you anything to get off the hot seat. Truth sometimes becomes quite the unmentionable. Or should I say "unmentioned?"

I agree with you re. this board being civilized. I love it for that. Also, there's a sharing of investment ideas that festers here and there without actually taking over the board direction.

Two ideas that have surfaced here---MDR and NGL. I know you're aware of these. I mention them again for the sake of those who may be searching for NTI replacements. Each moved strongly today, btw. And just today I launched a position in Profire (PFIE). NGL pays a fine quarterly amount while neither of the other two does. But each appears to be positioned to gain strongly in terms of capital appreciation.

I guess this board will be falling to the wayside, eventually. But with you and cat and Pete, there's no reason for the disbanding of interesting, intelligent and a ever-questioning souls wishing to be of service to one another. That's the life of this board, imo.

My best to you and yours this holiday season, too!

[bzusa]

Merry Christmas / Happy Holidays to all
I have found this board to be the most civilized of all the boards I pay attention too. Small but warm
I sold all my NTI today when it hit my price ($26.20).
I too have owned it off an on since 1/13 - It was a solid investment (>5% cg +divis) and almost worry free. A real cash cow with great potential.
Maybe WNR will make it all work out.
I found their (WNR) quote that "the mlp model has been shown to be a failure" and that the union will "unlock" investor value to both be absurd. Spin, spin, spin.

[jugs]

It is ludicrous to think WNR will be entertaining thoughts of bumping their offer up. Wishful thinking in the mind of someone too youthful to understand how business operates.

As you've pointed out, it's business. It is not a popularity contest. WNR stands to gain nothing by upping the terms.

The SA author is on a different planet called "Stupid."

[pete807]

This unit holder/SA writer will vote no like most of us hoping for closer to $30. His interesting take is that he thinks all stock would be an alternative. WNR upside after the deal is presented by looking at the earnings had they owned the whole thing. Compels him to think they will be the winner and so can't beat them, join them? idk
http://seekingalpha.com/article/3772456-updated-western-refining-offer-terms-continue-to-undervalue-northern-tiers-shares?li_source=LI&li_medium=liftigniter-widget

[pete807]

Great run here folks. All the best with your families and Christmas Holidays!
SA article explores merger options. Agree with a few of opinions but I have a different take on risk reward of any WNR shares. Upside is time line and hopefully more clarity.....

http://seekingalpha.com/article/3773256-northern-tier-energy-and-western-refining-sign-definitive-merger-agreement-my-initial-read-on-unitholders-options?auth_param=i4ud:1b7l504:3603a1d8503226360469a0217b5010a0&uprof=46

[jugs]

It is my practice as a board monitor to make public my positions and management practices.

Last night I placed orders to sell all but 500 units of NTI. My selling price was $26.10, identical to the order to sell 500u earlier in the day. That price is just 11 cents shy of the approximate value attached to the WNR offer. I like to pick my battles. Litigation stemming from class actions centering about WNR and NTI are not of interest to me. I've participated in such business before and came out ahead a few times. The money awarded feels like found money and there's never a lot of it. I'm not interested, got better fish to fry.

So now I'm holding 500 units of NTI. I'm not certain as to what I want so I may hold these indefinitely. However, I'm increasingly thinking the debt load facing WNR is not a good thing and I may jump ship altogether.

Earlier NTI sales money has gone into NGL and MDR. Interesting individuals may wish to check out their respective boards here at IHUB.

I've been in NTI since a week or two of its having IPO'd. The ride has been a great one. As others here have stated, nothing lasts forever---not us and certainly not a stock. Still, it is sad to witness WNR doing what it does best which is to conduct business. Obviously that sounds ridiculous and it is. So I must admit I understand and respect what WNR has done. It just doesn't work well for me.

There's some confusion regarding class action suits---someone stated that in order to register, the unit holder must hold his units. I've not seen this to be the case. I've participated in more than a few such actions and never held the shares when entering the registration. All that needs be done is to p0ull up buys and sells from a brokerage account and list dates of such transactions. Very simple.

I'll continue to be here, monitoring things.

Let me wish you all a happy, healthy holiday! And many thanks for having contributed to making this a fine board proven to have been of service to many of our visitors as well as active members.

[jugs]

My very best to you and your family as well, cat. You've been a fine friend. I look forward to more of the same in the coming year (s).

In the end, it's not money that will count. For me it's the blessings we reap for we can keep them safely in our pockets, minds, and hearts, knowing they'll not desert us.

[catdaddyrt]

Merry Christmas Everyone !!!

Taking off till next year - thank you to all that took the NTI with me and thanks for all of your input along the way - the best thing about ihub is some of the great people you meet that want to help others not throw them under the bus. Here's to 2016 may we all do well in the market but remember we are all already very rich with what really matters.

God Bless you all and your families see you next year.


Old Ringo turned 14 this month and is still as fast as a rabbit

[jugs]

$26+ a bit of change is compelling enough for me. I don't trust WNR to be fair and for that reason alone, I want out. Let any loose ends be handled by others. All I want is dry powder with which to invest in January & February when there may be a major slump.

And $26 represents a fine level of cap. appreciation. So I have no complaint despite wishing NTI would remain viable as a stand- alone.

Not understanding a reference to MDR being a mistake. I like the way it is moving and am looking to add to my substantial position.

[bzusa]

Sorry about the MDR mistake. There is nothing good to say about the offshore oil business now, or for years to come.
I agree with at least a $.75 distribution, but WNR may fiddle the books.
The average PII 2:1:1 crack is now >25% below last q's average and 20% below last year's q4 average. Although, NTI should pickup 10% more production.
I recall that NTI has a 6-2-2-1-1 crack (more or less) and I don't know what that entails so I use the 2-1-1 crack for PADD II from Howardweil.com
I'd sell at $26.20 just because that's my average cost for this batch of NTI.
I would like to free up the $$ for other investments.

[jugs]

I'd like to think we pick our battles. NTI and WNR are in bed together because they deliberately rigged it and/or allowed themselves to be paired.

My not liking the arrangement won't have any impact on their decisions. That has me realizing that while a battle may well ensue, it won't be one of my making. Additionally, it won't be influenced by the likes of me.

This is not going to be my battle to win. Thus, it is not mine to fight.

[pete807]

I have never bought any MDR but jugs follows it and has a position. Buying SDRL was a big mistake I made. Soon after I bought it fell fast and hard and I don't think any in that space are a good investment at the moment.

I do not think it will be wise to hold NTI till the end because those that do will face the uncertainty of a very indebted and newly diluted company. They know the stock price will be a lot lower when they finally finish the deal.
Sell after securing the Feb distribution is what I am thinking at the moment, however $26.50 would be quite tempting here. You follow the CS and some other indicators .75 is about what analysts estimate for this quarter.

We know WNR does not care about "fairness". only what they can accomplish as cheaply as possible. They manipulated the stock for months and I think they even had the unplanned maintenance to hold down the price and distribution for Q3. Why not make us pay for it? The lawyers will try to prove it and more. WNR debt will be over 3 BILLION! Plus dilution issueing some stock but not as much as they think. IMO not many NTI unit holders want it.

When did fairness matter in the stock market? Buyer beware, and I think we all agree WNR has control over enough to vote the deal through. Count my 3300 as a NO vote. It won't matter.

SHAREHOLDER ALERT: Levi & Korsinsky, LLP Notifies Shareholders of Northerrn Tier Energy LP of an Investigation Regarding the Fairness of the Sale of the Company to Western Refining, Inc.

[bzusa]

I think the "pro-rated" part of the cc distribution discussion indicates that NTI stockholders will get a distribution for the number of days in the quarter that have passed before NTI ownership transfers to WNR.
If next q ex-date is on 2/20, and the deal closes on 3/20, those that held NTI until the end, will get 28 days worth of what would have been the following quarterly distribution.
WNR wants us to hold NTI until the end to improve their chances that NTI owners will take the WNR stock option.
Pete, you were a SDRL holder so you follow off-shore activities.
You're now you're a MDR owner; Why???
Does MDR do business with PBR (world's greatest short)?
I'm checking out ALDW, not as much potential as NTI, but definitely worth a look. There are a few of the NTI crew on that ALDW IH board- just like old home week.

[jugs]

There may well be a move to organize a class action but I'm not at all convinced there's opportunity for benefits beneath the surface WNR offer. My inclination is to sell now or very soon, provided I can get something in excess of $26 for my trouble.

That said, I started out the day with 2,435 units. I set up a GTC last night to unload 500u at $26.10. It executed this morning.

I'm unsure as to how the remaining units should be managed. When in doubt, I like to step back and await greater clarity.

At the same time, I expect some juicy opportunities will be revealed in the opening salvos of the new year. At this very moment I'm watching NGL now up more than a dollar and MDR is up 18 cents. These are fairly large positions for me so we're talking about a substantial gain on the day---so far, that is.

NGL appears to be a good place to be so I'm good with it despite being underwater. MDR---I'm convinced it is going to double or triple and I'm comfortable with it.

I maintain four portfolios representing twenty stocks. That's a broad enough base from which to survey and tweak positions with some intelligence possible. I want to be in position to take advantage of swoons next month and that means I'll need substantial dry powder. This is what has me leaning towards selling more of my NTI positions. If I can get $26.10 on more, I think I'll do it. I don't want to be at the risk of a court proceeding as lawyers battle it out, claiming to be my friend when I know it's not to be.

With a fistful of dollars in hand and opportunities sure to arise, this can be a uniquely interesting market environment for a trader.

How about you others here? How are you handling things?

[pete807]

From this morning's conference call:

He said we (NTI unit holders) will get the 4th Q distro, and "probably" the 1Q distro. Anything else , he said, will be pro-rated. And, he said, the distros are in addition to the purchase price to be paid to unit holders. quote]l
Pro rated based on the price of WNRs stock is what I get from that. So we should be able to get the 26.06 and at least the payout in Feb.
There is almost a sure bet Class action lawsuit coming

[pete807]

Action this morning says a lot. WNR down .50 NTI, up 1.50. Anyone want shares of the new company.... NOPE!

[bzusa]

WNR should back out; they're obviously paying too much for a
under leveraged refiner (lowest debt/eq in the industry) with an operating margin only 30% higher than WNR's, that pays a 16% distribution, sells into a basically captured market, and has direct access to the cheapest oil in NA.
Hell, WNR will run leverage that baby right up and distribute the benefits to anyone but the shareholders.

[pete807]

Sit tight folks and watch what happens tomorrow morning. Sell into any attention it garners from Wall Street. Both companies are up after hours.
WNR is saying it will take them 6 months to close the deal so they expect to buy the units openly at huge discount in the coming months from discouraged folks like us. Believe me they know the value is much higher than their weak offer and are rightfully excited to have pulled it off.
Forget about getting some help from class action lawyers either... We are likely to all get a letter which will only pay the lawyers...

[pete807]

Ditto... The after hours price of WNR x the all stock offer of .7036 of their shares sits at $26.49 so lets sit tight at least while the market digests it. Maybe tomorrow morning we see small vindication from those outside who want to get some of the action.

[jugs]

I hope you're right about $26+ tomorrow.

What a lousy way to end the year! I'd hoped for something better, even added twice over the past couple of weeks. At least I won't lose on those new units, nor on my others. I'm just disappointed.

[pete807]

We may be able to get 26+ tomorrow...

[pete807]

Deal was based on their new lower cash offer and their much higher 20 day average as of Oct 23. That price is $44.67. No chance of that price coming back after they borrow 2 billion dollars to buy NTI!
The deal is all cash at 26.06 and the after hours spike takes it near there....

[pete807]

yep they are not going to be handing out a lot of WNR!!!
Disguised a weaker deal with even less cash. Really smells! Clearly our vote matters exactly ZERO. The coming law suit will make some law firm money..They stand to be the only winners outside of WNR.

[jugs]

Pete, your numbers appear to be wrong. WNR closed today at $37.53. The % comes to $11.20. The new cash allowance for a unit of NTI drops from $17.50 to $15.

This is embarrassingly awful.

[pete807]

This deal might have factored in the recent payout and we will likely not even get 26.25 with todays price of WNR after hours. What does the prorate clause mean to anyone?

[jugs]

My numbers are much worse: $15 plus .2986 x $37.53 = $11.20 plus $15 = $26.20. This is below the original offer. Clearly WNR recognizes NTI holders hate any deal and will walk rather than submit. So they sweeten the WNR side while sucking air out of our beloved MLP.

It really sucks big time!

[pete807]

Deal done! Sweetened slightly but of course we predicted this was going to go through. Now it is
$28.34 and there are some options on how we get bought. I suspect most will take as much cash as they can in lieu of the jam at the exit for WNR if former high yield owners take low yield WNR and on paper it involves 15% of WNR. Much lower actual number is easy to predict. You can access the terms on the top of the board where the news was announced. So long all.

[pete807]

2/3 dry powder - 1/3 stock of overly indebted WNRs new issues. Yep.. it would be nice to see an all cash offer not built on new debt and us taking the diluted issue, but idk who that would be these days either. hmmm
Carl, write a check and add NTI to CVRR. That would be good for both of us! I would even take more of CVRR in the deal. Perfect fit for all!
Oh well ...dream over. guess it must only make sense from a narrow perspective eh? Carl has bigger fish in the pan...