Welcome to HF Sinclair Corporation's Fourth Quarter 2025 Conference Call and Webcast. Hosting the call today is Franklin Myers, who is acting as temporary Chief Executive Officer of HF Sinclair. He is joined by Atanas Atanasov, Chief Financial Officer; Steve Ledbette, EVP of Commercial, Valeria Pompa, EVP of Operations; and Matt Joyce, SVP of Lubricants and Specialties. [Operator Instructions] Please note that this conference is being recorded. It is now my pleasure to turn the floor over to Craig Biery, Vice President, Investor Relations. Craig, you may begin.

Thank you, Julianne. Good morning, everyone, and welcome to HF Sinclair Corporation's Fourth Quarter 2025 Earnings Call. This morning, we issued a press release announcing results for the quarter ending December 31, 2025. If you'd like a copy of the earnings press release, you may find one on our website at hfsinclair.com. Before we proceed with remarks, please note the safe harbor disclosure statement in today's press release. In summary, it says statements made regarding management expectations, judgments or predictions are forward-looking statements. These statements are intended to be covered under the safe harbor provisions of federal security laws. There are many factors that could cause results to differ from expectations, including those noted in our SEC filings. The call also may include discussion of non-GAAP measures. Please see the earnings press release for reconciliations to GAAP financial measures. For any forward-looking non-GAAP measures, the company is unable to provide a reconciliation without unreasonable effort due to the unpredictability and uncertainty of certain items. Also, please note any time-sensitive information provided on today's call may no longer be accurate at the time of any webcast replay or rereading of the transcript. I will now turn the call over to Franklin.

Thank you, Craig. And thank you for being part of the fourth quarter earnings call. As you've seen in the release this morning, Mr. Tim Go, the company's Chief Executive Officer and President and a member of the Board has requested a voluntary leave of absence from his duties. The Board has accepted Tim's request and electing me, Chief Executive Officer and President of the company on a temporary basis. Also, the company released this morning and announced that the Audit Committee of the Board is assessing certain matters relating to the company's disclosure processes. We are working to complete this review as soon as possible. I want to emphasize that our review relates to our disclosure processes and not to the numbers we released this morning. We are comfortable with the financial statements and disclosures we released and have no expectation that they will change. At this point, our audit is not yet complete pending completion of this review. Once we have worked through these issues, we will move forward to filing our 10-K. At present, we fully expect to make a timely filing of the 10-K. Given these preliminary remarks, I'll turn it over to Steve and Atanas for their remarks and on the results. After the presentation, we'll be happy to take questions. I want to note though and emphasize that this is an earnings call and our results for Q4 and the full year '25. We will not be in a position to address any questions relating to the disclosure process review or on the company's leadership. Let me turn it over to Steve.

Thank you, Franklin. This morning, we reported solid full year 2025 adjusted EBITDA of $2.3 billion and fourth quarter adjusted EBITDA of $564 million. Our fourth quarter results reflect seasonal weakness in our refining business. Our fuel margins were strongest in the first half of the quarter when our throughput was the lowest, but the margins weakened significantly at the end of the quarter, especially in our core markets in the Rockies, Mid-Con in the Southwest. This, along with the Puget Sound Refinery turnaround and the unplanned Artesia refinery event negatively impacted refining earnings for the fourth quarter. Despite the headwinds in refining, the positive contributions from our midstream lubricants and marketing segments highlight the strength of our diversified portfolio. In the fourth quarter, we returned $230 million through dividends and share repurchases, demonstrating our commitment to returning excess cash to shareholders. During the quarter, we received small re nery RINs waivers from the EPA which increased adjusted refining gross margin by $313 million. This includes $43 million of small refinery RINs waivers granted by the EPA in the third quarter but recognized in the fourth quarter. I will now go through our full year highlights and provide an update on some of our strategic initiatives. And after that, I will turn it over to Atanas to go through our detailed fourth quarter results. For the full year 2025, I'm pleased to report that our financial and operational results demonstrate significant progress we are making on our 3 key priorities: reliability, integration and shareholder return. For example, in refining, for 2025, we successfully completed major turnarounds at our Tulsa, Parco and Puget Sound refineries. We also made improvements on our operational performance, setting annual records for throughput of 652,000 barrels per day and operating expense per throughput barrel of $7.67.…

Thank you, Steve, and good morning, everyone. Let's begin by reviewing HF Sinclair's financial highlights. Today, we reported fourth quarter net loss attributable to HF Sinclair's shareholders of $28 million or negative $0.16 per diluted share. These results reflect special items that collectively decreased net income by $249 million. Excluding these items, adjusted net income for the fourth quarter was $221 million or $1.20 per diluted share compared to adjusted net loss of $191 million or negative $1.02 per diluted share for the same period in 2024. Adjusted EBITDA for the fourth quarter was $564 million compared to $28 million in the fourth quarter of 2024. In our refining segment, excluding the lower cost or market inventory valuation adjustment charge of $313 million and certain other adjustments, fourth quarter adjusted EBITDA was $403 million, compared to negative $169 million in the fourth quarter of 2024. This increase was principally driven by higher adjusted refinery gross margins in both the West and Mid-Con regions partially offset by the Puget Sound refinery planned turnaround at the unplanned Artesia refinery event. As Steve mentioned, small refinery RINs waivers granted by the EPA in the fourth quarter of 2025 increased adjusted refinery gross margins by $313 million, which includes $43 million of benefits related to the small refinery RINs waivers received in the third quarter, but recognized in the fourth quarter of 2025. Crude oil charge averaged 556,000 barrels per day for the fourth quarter compared to 562,000 barrels per day for the fourth quarter of 2024. In our Renewables segment, excluding the lower cost to market inventory valuation adjustment charge of $7 million, we reported adjusted EBITDA of negative $6 million for the fourth quarter compared to negative $9 million for the fourth quarter of 2024. In the fourth quarter of 2025, we…

[Operator Instructions] Our first question comes from Neil Mehta from Goldman Sachs.

Franklin, I recognize you're limited in terms of what you can say here, but the stock is down a lot in the pre-market. So I think -- I do think the story could benefit from some color. Anything you can share about the management change and the audit to provide a little bit more color because I think a number of folks are confused this morning. And is there any relationship between these 2 items?

Neil, I appreciate the question, but you have to understand the circumstances that we're in. We have no further comment today. Personally, I view this as a buying opportunity. If and when we have additional information, we'll give you updates as we are able to do so. But thank you for your question. Thank you for letting us clear that up.

All right. My follow-up is just on small refinery exemptions in the quarter, they were pretty significant. Just any color in terms of the path of converting that over to cash and perspectives on the 2026 outlook for SREs.

Yes. We -- Neil, thank you for the question. We intend to continue to participate in this program and appreciate the EPA is now following a formulaic approach. We can't comment on any further benefit from SREs. However, we did better during this quarter and this year and is a significant way both in terms of EBITDA and cash.

Our next question comes from Ryan Todd from Piper Sandler.

Maybe first one on the refinery side. I mean the headline refinery results were strong, but if we exclude the SRE tailwind, I mean you had strong throughput, you had good OpEx, but the gross margin contribution look a little lower without the SRE. Can you maybe talk about what some of the headwinds might have been on the quarter that would have led to lower capture across the regions? And maybe if you can disclose any -- on a regional breakdown what the gross margins would have looked like without the SRE?

Ryan, this is Steve. I'll take that. Look, when you think about the quarter, the crack environment was very strong in the first half of the quarter. But then it took a precipitous fall beginning in the second half, really November, coming off around 15%. And then December dropped another 48% to 50%. So from a timing perspective, that was what the market looked like in our regions. And our planned and unplanned maintenance happened in the first half of the quarter when the margins were much stronger. And so finally, following our maintenance events, we needed to liquidate inventory positions, and that happened in a lower market environment. But I would also like to say that we're very bullish in refining outcomes, and we believe in the underlying business performance improvement plans that we have underway. And I think that's been demonstrated by capture improvement year-over-year and the underlying reliability trends contributing to lower OpEx and increased full year throughput.

And then maybe separately, congratulations on the marketing JV that you announced. Can you provide some color on what you see as potentially the tangible benefits in the partnership, what the platform may allow you to do in terms of driving into some growth on the regional elsewhere?

Yes. We are very excited to be able to announce that. I think it's truly a new avenue to really accelerate the growth and unlock the full potential of the Sinclair brand, which we think is still an untapped resource for our company. What this allows us to do is to go accelerate the branded put. It gives us exposure to what we believe is attractive margins in the rack to retail and even the back court. And then finally, it allows us to go capture synergies with our integrated asset base in both refining and midstream. And this is a template that I think we can use in other places. We look to go really accelerate the growth of the DINO brand in our core markets. And this is the first one where we are signaling that we're serious about this, and we see this as a significant platform for growth.

Our next question comes from Paul Cheng from Scotiabank.

Refinery, can you maybe clarify that with the management change, is that the company will conduct a strategic review on the operation or that to looking at different answer whether they fit into the long-term portfolio or that is business as usual and none of the strategy and anything that would be changed. And because I know you're not going to comment on Tim Go, the reason behind. But can you clarify that when they say, there's a 1, 3 leap of absent, is that means that he will come back at some point or that this is a permanent, in other words, that you guys will be looking for a permanent replacement of the CEO? That's the first question.

Okay. Paul, I heard 2 questions there, and I'll answer both of them. The first question on the strategic review. It's business as usual within the company, and we'll keep going forward on the plans that we have. In terms of your question with respect to Tim and the other matters, we have no further comments today. And I just want you to turn your follow-up question back to the earnings call, please. But if and as we have additional information, we will alert the public in the appropriate way. And so I think you may have a follow-up.

Okay. The follow-up question is on the SRE impact on the margin for the quarter. Is that just because that -- it depends on where you received though, do you have a breakdown by region? What is the SRE impact?

Paul, this is Steve. Why don't we take that one offline and I'd offer Craig Biery on a follow-up call to show the breakdowns to you.

Our next question comes from Theresa Chen from Barclays.

Steve, a follow-up on your comments about the bullishness on the outlook for the refining business. I'd be curious how you see the path of economic recovery, how that will go for the Mid-Con region particularly in light of the weakness in Group III RIN-adjusted crack spreads and still elevated utilization rates across the region. And how you see the path can more sustainable profitability environment from here?

Yes, it's a good question. Thanks, Theresa. Of course, we look at things on a longer cycle basis. And as we look across the cycle, we see that tightness will return and be constructive, including in the Mid-Con. We think what we see right now is directly associated with winter storm fern really taking the demand bubble and popping it and high inventories and now converting into the RBP, but we think that, that is temporary and normalizes out over the year. And then on the back of that, and that's really on gas, but we believe that diesel continues to remain very strong and jet appears to be durable. So it's a bit of a timing issue. Mid-Con will be a little softer earlier in the year, but we feel like that will normalize as we step into driving season.

That's helpful. And on the Green Trail Fuels JV, any color or details on the expected CapEx net to DINO and the build multiples associated with the incremental retail sites. Do you have any quantitative color at all on how we should think about the contribution of this investment to earnings on a go-forward basis?

Yes. Thanks, Theresa. This is Atanas. We're not going to comment on the exact investment. However, I would say that we're funding this JV through a very efficient use of capital, which ultimately results in a very attractive multiple -- to the corporation -- to the point that it's competing with any of our other projects. What it also does any of our other marketing projects, the incremental benefit there is, not only the branded food that you have on the wholesale side, but also our access for very accretive rapid retail economics. So this is efficiently funded by the corporation and results in a relatively low multiple to us.

Our next question comes from Doug Leggate from Wolfe Research.

I'm going to avoid the main topic. It seems obviously we're going to have to wait on your review there. But I do have a couple of questions, Atanas, around the small refinery exemptions and cash flow, if I may. And I guess it's part A and B perhaps, but can you just confirm that the SRE benefit you took was cumulative and if so, over what period and how that reads through to how we should think about the ongoing benefit going forward? That's my first question. And my second question is, can you offer any color on the underlying free cash flow excluding the SREs. So I don't know what the cash flow impact was this quarter from the SREs and we also don't know what's the working capital move was. So can you give us a breakdown of how you -- what you see as the underlying cash flow and free cash flow excluding working capital and any contribution from SREs please?

Yes. Thank you for your question, Doug. So for the total year, the cash flow impact of the SRE was just under $300 million -- a little over $280 million. So obviously, it represents a significant amount of our free cash flow in the fourth quarter. However, I would remind you that we had a lot of capital outlays in the fourth quarter. So you have to focus on total free cash flow for the full year, which was very robust, almost $900 million, just under $870 million. Now when you look at on an ongoing basis, we're not going to provide any guidance because that's really out of our hands, and we appreciate the EPA formulaic approach, but we're going to limit our comments to our actuals. So $313 million in total EBITDA impact for the fourth quarter, $485 million for full year and significant cash flow contribution just under $300 million for the fourth quarter.

So can you -- the working -- so can you just -- can you focus, please, Atanas, on the fourth quarter? The SRE after-tax contribution and the working capital move. I'm just trying to get an underlying cash flow number ex those 2 issues.

So when you look at our total working capital -- the working capital movement for the fourth quarter, and again, once we -- you'll be able to analyze this later, but this total working capital was a headwind. And there's really 2 items when you exclude SREs. Number one, when you build inventory, that was a headwind. And number two is, in a declining price environment, AP is a headwinds. So those are the 2 main drivers that you see -- that were impacting our net working capital for the year. But again, for the quarter, but then for the full year, like I said, our total cash flow from operations and free cash flow was pretty robust as evidenced by our return of capital to shareholders.

Our next question comes from Joe Laetsch from Morgan Stanley.

I just wanted to ask on lubricants. It was a bit weaker than we had expected in the fourth quarter. I know there's some seasonality to that business. But could you just unpack some of the drivers of the fourth quarter results? And as part of that, how do you see this segment progressing throughout the year?

Thanks, Joe. It's Matt Joyce here. You nailed it. Seasonality was, of course, a big driver for us Fourth quarter always tends to be time of the year where our customers are destocking taking and managing inventory, and we saw a similar trend. This was no exception. But the other part of this was we also encountered some higher operational expenditures in the quarter. Energy costs and feedstock costs and feedstock quality, in particular, in our Mississauga facility impacted our overall performance of base oil production as well as the margins that we could achieve. And when you look at that, we also got caught out with some pretty poor weather in the Mississauga area when we rely heavily on that Seaway -- St. Lawrence Seaway for our supply chain. And so that also impacted some of our production in our costs throughout the quarter. From the finished and specialty side of it, I'd alluded to it in earlier quarters on the specialty side, where we had seen some of our slowdown in our process oils that go into the rubber, entire industry based on new cars and being built at a slower rate. That's still the case. We saw a little bit of a slowdown. That was tracking a little bit lower than what we'd like to have seen, and that was a continuing trend at about 10% lower than what we had anticipated. But our finished business remained pretty healthy, and we've put on some new volumes and new business at very nice margins. So in balance, when we look at it, quarter 4 was generally driven by base oil production, costs and operational expenditures as well as the pricing we were able to achieve in the quarter. Looking forward, we see steady demand for our products. We'll obviously be watching out for any impacts or continuing impacts on the slowdown in our specialty side and base oils will be the one that we're working to solve in the future.

That's helpful. And then on the midstream side, could you just give us an update on where we are with the westward expansion pipeline project? I know there are several phases under evaluation. I think Phase one is started by midyear.

Yes. So we are progressing both the midstream and refining aspects through our project delivery framework. And as we talked about earlier, we think that this project is really complementary to whatever other projects may become, come to fruition. And we're working through not only the economic assessment, but also to make sure we can execute appropriately in with accurate cost assessments, which get us to the point of taking FID. We believe very strongly in this project, and we think that this will be very accretive to the entire value chain under HF Sinclair. So stay tuned, more to come, likely midyear.

Our next question comes from Manav Gupta from UBS.

I wanted to go back, and it seems from your earlier comments that you were relatively bullish on refining margins. And I'm just trying to understand that the cracks that you're bullish on or you see widening differentials, I think Brent WTI is a little wider WCS is a little wider. If you could talk about your relatively more bullish on refining.

This is Steve. I think we talk about our belief on constructive margin environment and being bullish for a number of different areas. One, when you think about the global supply-demand balance looking '26 versus '25, we see it to be short, 100,000 to 200,000 barrels a day demand net of additional capacity. And then when you look at the U.S., we think that there's still tightness in the market, we've seen the demand for diesel will be very strong as well as jet. And then some of the underlying things that you already mentioned, the Venezuelan announcement had a shock in terms of the system, in terms of the differentials, and we saw that immediately pop, but we think that that's probably another $1 to $1.50, which is very good for us. As you know, we can run up to 100,000 barrels a day of heavy crude, and that results in anywhere from $30 million to $35 million. And then the other piece really there is what's happening to the pressure of WTS versus the TI. And that, we think is structural as those barrels have to compete to get soft, and we're taking advantage of that now, and we see that strong in Q1 and onward. So it's really a combination of everything. We don't see there's a lot of additional capacity. And then one other point is our exposure to PADD 5 is an enviable position with what is happening there. That market is getting tighter with 2 announced refinery closures. And we think we've got regional efficiencies to get there and take advantage of that, both in the Pacific Northwest as well as in the Southern PADD 5. So all in all, for DINO, we think our refining structure looks pretty bullish through 2026.

Perfect. My quick follow-up, and I understand the limitations here. The number 1 question we are getting is and the parallels are being drawn a little bit to ADM. Is this an internal inquiry? Or at this point, there is involvement of SEC or Department of Justice. Again, I'm asking because a number of people have asked us, is this something similar to ADM? Or is this something internal?

We can't comment on it right now. And I can tell you that -- again, I'll refer you back to the press release that we'll give you information that's material as it and when it comes available. I will emphasize, though, the Audit Committee and the Board are fully comfortable with the disclosures that we've made today and the financial statements, both with respect to the results of operation and financial condition of the company. If we weren't comfortable, we wouldn't be having this call. I want to provide you with that assurance.

Our next question comes from Phillip Jungwirth from BMO.

Coming back to SREs, can you level set us just on where you sit now for Woods Cross, Parco, Casper, Tulsa, and Artesia? Not looking for guidance, but just what's been submitted or resubmitted and what are we still waiting on decisions from?

Yes, Phillip, this is Steve. We have submitted petitions for all of those and already submitted petitions for 2025, and we're waiting for the EPA to deliberate on granting the awards. We've done everything that we can at this point to make sure that we are not the constraint or the bottleneck, and we anticipate hearing something in short order.

Okay. Great. And then the company has talked about being in the fifth inning of it's refining, reliability, integration, operating cost, improvement journey. Just wondering if you still think that's the case today. How do you see the progression trending this year? And then is there the ambition or ability to do more on the commercial side too, just in order to improve capture rate?

This is Valeria Pompa. The strategies we've been talking about for the last few years continue to be reflected in our OpEx per barrel. We're continuing to -- ahead of headwinds on natural gas, we've managed to improve the underlying base business and our controllable costs and still take $87 million out this year. And we anticipate and expect that we're going to continue those strategies towards our [ $7.25 ] goal that we've put out there over the last few years.

Yes. And maybe from a commercial perspective, of course, there's always opportunity to do more, which are why we're doing some of the things that we've already announced, including announcing the multiphase project of our midstream assets, which really takes advantage of the integrated nature of our business. The joint venture that we just announced, that also does the same thing of taking advantage of our integrated footprint. We talked about the El Dorado project where we're making investments that we think are accretive. That one is an important one in terms of life product yield as well as running more heavy and then taking advantage of our retail asphalt business, so that heavy oil value chain. And we've made progress both in the jet value chain as well as the premium value chain and taking middle pieces out that don't add value to us or we have efficiencies to go make that work. And then the final piece is our laid-in crude structure. We've taken a very aggressive approach in making sure that we can qualify more in different crudes that allow us to take advantage of differentials or dislocations at different times, and we're starting to see that show up in our late include underlying numbers. And I'd just point back to our year-over-year capture improvement of 6% ex SRE and 9% ex SRE in the RVO. So not done yet, not calling this victory, but what we're seeing in terms of the trajectory are encouraging, and we're going to continue to aggressively go pursue that.

Our next question comes from Matthew Blair from TPH.

Can you talk about how your R&D business is trending so far in the first quarter, just given this increase in D4 RIN prices, do you think the EBITDA margins above $0.25 a gallon is realistic so far for Q1? And also, have you been increasing your operating rates of your RD facilities?

Yes. So maybe I'll take that one just at a high level. We've worked extremely hard in our renewable diesel business to get to the point of it being at or around breakeven and terrible market conditions in preparation for what we expected to come, which was what we're seeing in the underlying market. You're seeing the BOHO spread work. You're seeing the RIN values jump, and we have forward view that, that business is more constructive than it was. Finalization of RVO is going to help, I think, 45Z finalization was also a big help. And then we've done some make improvements to our base business. Really, we talked about it in feedstock strategy, and that's really getting closer to where the feedstock is produced and taking a middle part out of that value chain and then high grading our molecules, getting into different markets, we're now finding homes in attractive markets in Canada and the Pacific Northwest differently than just California. And then I think we've made great strides in the underlying operational efficiency in terms of operating costs as well as catalyst change. So yes, we see the economic incentives to go run higher, and we will do that and are doing that. Now having said that, we did have an end-of-life catalyst change at Artesia that has been now completed. So that was done in January. So it's a long way of saying we're finally seeing some benefit for our current setup and the structure in the market is telling us that we are encouraged about the outcomes financially. I'm not going to comment on the $0.25 per gallon EBITDA at this point, but we do see it's more constructive than we probably ever have since we stepped into this business.

Sounds good. And then there's also a proposal in Utah to reduce taxes on retail gasoline, but then implement a new tax directly on refineries in the state. Could you talk about where you stand on this proposal and the implications if it passes?

Yes. So we're actively working with the various legislatures up in that region. The issue is wanting to make sure that security of supply is there and bringing down overall fuel costs. I'm not going to comment necessarily on that proposal, but we don't believe taxing is the way forward, and we're in active conversations around that. In fact, part of our whole project to move more barrels, west is potentially part of the solution. And we're talking on how we can get support to accelerate getting that delivered and solve the need, which is underlying what this proposal is trying to accomplish.

Our next question comes from Jason Gabelman from TD Cowen.

I wanted to ask a question about the RVO in the crack, and it's gone up a few dollars a barrel, approaching $9 a barrel. And I think historically, you haven't really captured any of that, but I wonder, following the Sinclair acquisition, the expansion of the marketing business, if that's changed at all, if your blending capabilities on the ethanol side enable you to capture any of that RIN that's in the crack?

Jason, yes, we watch this pretty closely. Now I would tell you that in an oversupplied market, you are less able to go pass that through to the customers and how you're getting rid of the product and you eat more of that. As we have gone and moved more into an integrated view on our blending capabilities and our branded put, we do see some benefit for that. But it is a headwind. And the RVO as it climbs continues to be something that we look at as a headwind. And I think as we evolve here and things tighten up, we'll begin to see more of this play out to where it does show up in the crack. But for now, it's kind of a wait and see, and we're trying to make sure that we can pass as much of that as long. But in an oversupplied market, that becomes more and more difficult to do.

Okay. And my follow-up is just on Puget Sound because I was a bit surprised, I think, to see another turnaround announced in 1Q just given the turnaround you recently had. So can you just talk about if there's anything specifically going on with the asset? Did you find something during the work in 4Q that resulted in you accelerating work into 1Q? Or is it just kind of normal turnaround cycles and a bit of bunching up?

Yes, this is Valeria. It's just our normal cycle. We split the turnaround units for capability and capacity of the site. Historically, the turnaround success and assuring that we could execute well. So we've rightsized the turnarounds, which were units we take together. And so this is just a normal cycle. We didn't -- the turnaround in the fall was executed successfully to a lot of our objectives, this little -- this small turnaround of the coker and a reformer will close all of those Northside units up this year.

We have no further questions. This does conclude today's teleconference. Please disconnect your lines at this time, and have a wonderful day.