Northern Tier Energy

Northern Tier Energy LP was an American downstream energy company organized as a limited partnership. Its operations combined petroleum refining, wholesale fuel distribution and consumer-facing fuel retailing. The company owned the St. Paul Park refinery in Minnesota, held an interest in a pipeline, and operated the SuperAmerica chain of gasoline stations and convenience stores. This combination gave Northern Tier control over several stages of the regional fuel supply chain, from crude-oil processing to the sale of gasoline and other petroleum products to motorists. Northern Tier was created in 2010 after Acon Investments and TPG Capital acquired approximately $554 million in assets from Marathon. The acquired portfolio provided the foundation for a vertically integrated business focused on the upper Midwestern market. Rather than functioning as a broad international oil major, Northern Tier was a regional downstream operator whose assets were concentrated in and around Minnesota and whose commercial identity was closely associated with refinery output and the SuperAmerica retail network. A major ownership transition occurred in 2013, when Western Refining acquired a controlling interest in Northern Tier for approximately $775 million. Western's stake later stood at 38 percent. In October 2015, Western Refining proposed acquiring the remaining interests, moving toward full ownership and the elimination of Northern Tier's separate corporate structure. The transaction was completed on June 23, 2016, for approximately $860 million, and Northern Tier was dissolved ahead of schedule as an independent entity. During its independent period, Northern Tier was notable for the scale and integration of its Minnesota assets rather than for a large portfolio of branded products. Its typical outputs included gasoline, diesel and asphalt, while SuperAmerica supplied retail fuel and convenience-store merchandise. The company appeared on the 2014 Fortune 1000 ranking at number 525. Following Western Refining's acquisition and dissolution of the partnership, Northern Tier ceased to exist as a standalone brand and corporate entity.

Northern Tier Energy emerged in 2010 from the purchase of downstream petroleum assets formerly associated with Marathon. Acon Investments and TPG Capital acquired assets valued at approximately $554 million and organized the resulting business as Northern Tier Energy LP. The portfolio included the St. Paul Park refinery in Minnesota, an interest in a pipeline and the SuperAmerica network of gas stations and convenience stores. These assets formed a regional downstream platform with exposure to both wholesale petroleum markets and retail fuel sales. The company's operating model was based on vertical integration within a geographically concentrated market. Refining operations processed crude oil into products such as gasoline, diesel and asphalt. The pipeline interest supported petroleum transportation, while the SuperAmerica outlets provided a branded retail channel for motor fuel and convenience products. This structure distinguished Northern Tier from companies focused solely on refining or solely on fuel retailing. In 2013, Western Refining acquired a controlling interest in Northern Tier for approximately $775 million. The transaction brought Northern Tier into Western Refining's broader refining and marketing strategy while leaving Northern Tier as a separately identified partnership for a period. By 2015, Western Refining held a 38 percent stake and sought to acquire the remaining interests. In October of that year, it proposed a transaction intended to consolidate ownership and simplify the corporate structure. Western Refining completed the acquisition on June 23, 2016, paying approximately $860 million for the remaining shares. Northern Tier was dissolved earlier than originally expected, ending its existence as an independent limited partnership. Its history therefore spans a relatively short period, from its formation through the assembly of a regional refining and retail platform to its absorption by Western Refining. The company was ranked 525th on the 2014 Fortune 1000, reflecting the scale of its operations during its independent years.

• 2016

  Dissolution following full acquisition

  [1]Northern Tier Energyen.wikipedia.org

  Western Refining completed the purchase of the remaining shares for approximately $860 million on June 23, and Northern Tier Energy was dissolved.

• 2015

  Proposal to acquire remaining interests

  [1]Northern Tier Energyen.wikipedia.org

  Western Refining proposed acquiring the remaining ownership of Northern Tier Energy after its stake reached 38 percent.

• 2014

  Fortune 1000 ranking

  [1]Northern Tier Energyen.wikipedia.org

  Northern Tier Energy ranked 525th on the Fortune 1000.

• 2013

  Western Refining takes control

  [1]Northern Tier Energyen.wikipedia.org

  Western Refining acquired a controlling interest in Northern Tier Energy in a transaction reported at approximately $775 million.

• 2010

  Northern Tier Energy is formed

  [1]Northern Tier Energyen.wikipedia.org

  Acon Investments and TPG Capital created Northern Tier Energy after acquiring approximately $554 million in petroleum-related assets from Marathon.

A regional, vertically integrated downstream petroleum operator serving the U.S. Upper Midwest through refining, fuel distribution and branded retail outlets.

• Refined petroleum products

  Refined gasoline

  Gasoline was one of Northern Tier Energy's principal refinery outputs. The company supplied motor fuel through wholesale channels and through the SuperAmerica network of branded retail stations, making gasoline central to both its industrial and consumer businesses.

• Refined petroleum products

  Diesel fuel

  Diesel fuel formed part of the product slate from Northern Tier's St. Paul Park refining operations. It supported regional commercial and transportation demand and was distributed alongside the company's other refined petroleum products.

• Refined petroleum products

  Asphalt

  Asphalt was another identified output of the St. Paul Park refinery. Unlike the company's retail gasoline business, this product served industrial and infrastructure-related markets rather than motorists directly.

• Fuel retail and convenience stores

  SuperAmerica retail network

  SuperAmerica was Northern Tier's consumer-facing chain of gasoline stations and convenience stores. The network connected the company's refined-fuel operations with direct retail sales and convenience merchandising in its regional market.

• 2016

  Complete full acquisition and dissolve the partnershipM&A

  Background

  Western Refining had become Northern Tier's controlling owner and sought to consolidate the remaining equity.

  Action taken

  Western Refining purchased all remaining shares for approximately $860 million on June 23, 2016, and dissolved Northern Tier ahead of schedule.

  Aftermath

  Northern Tier ceased operating as an independent corporate entity.

  Purchase price for remaining shares. $860 million (June 23, 2016)

  Source

• 2015

  Propose acquisition of the remaining partnership interestsM&A

  Background

  Western Refining held a 38 percent stake in Northern Tier Energy and sought to simplify ownership of the regional refining and marketing platform.

  Action taken

  Western Refining proposed buying the remaining interests in October 2015.

  Aftermath

  The proposal led to the completed purchase and dissolution of Northern Tier Energy in June 2016.

  Source

• 2013

  Accept controlling investment from Western RefiningM&A

  Background

  Northern Tier operated as a regional downstream energy partnership with refinery, pipeline and retail assets.

  Action taken

  Western Refining acquired a controlling interest in Northern Tier for approximately $775 million.

  Aftermath

  Northern Tier continued as a separately identified business for a period, while Western Refining increased its ownership and moved toward full consolidation.

  Transaction value. $775 million (2013)

  Source

• 2016

  Northern Tier Energy is dissolved after Western Refining completes acquisition[1]Northern Tier Energyen.wikipedia.org

  M&A · Other

  Western Refining completed the purchase of Northern Tier's remaining shares for approximately $860 million on June 23, 2016. Northern Tier was dissolved as a separate entity.

• 2015

  Western Refining proposes to acquire the remaining Northern Tier interests[1]Northern Tier Energyen.wikipedia.org

  M&A

  After holding a 38 percent interest, Western Refining announced a proposal in October to purchase the rest of Northern Tier Energy and consolidate the business.

• 2013

  Western Refining acquires controlling interest in Northern Tier Energy[1]Northern Tier Energyen.wikipedia.org

  M&A

  Western Refining acquired a controlling stake in Northern Tier Energy in a transaction valued at approximately $775 million, establishing Western as the partnership's principal owner.

1. 1Northern Tier Energyen.wikipedia.org