Davis Polk Advises Western Refining, Inc. on Notes Offering and Cash Tender Offer

Davis Polk advised Western Refining, Inc. (Western Refining) in connection with its offering of 6.25% senior notes due 2021 in the aggregate amount of $350 million and a concurrent cash tender offer by Western Refining for any and all of its 11.25% senior notes due 2017. The notes were sold pursuant to Rule 144A and Regulation S under the Securities Act of 1933. The tender offer consideration was funded from the net proceeds of the offering.

Western Refining is an independent crude oil refiner and marketer of refined products and also operates service stations and convenience stores.

The Davis Polk corporate team included partners Michael Kaplan and Maurice Blanco, associates Yasin Keshvargar and Alexa Taylor and legal manager Xiao Jing Yang. Partner Lawrence E. Wieman and associates John Perry and Samantha Hait provided credit advice. Partner Michael Mollerus and associate Ankur Dalal provided tax advice. Counsel Catherine L. Martin provided 1940 Act advice. Sorina Delia Lazar was the legal assistant for the transactions. All members of the Davis Polk team are based in the New York office.

www.davispolk.com