Alon Krotz Springs Commences Exchange Offer for its 13 1/2% Senior Secured Notes Due 2014

Jan 13, 2010, 07:00 ET from Alon USA Energy, Inc.

DALLAS, Jan. 13 /PRNewswire-FirstCall/ -- Alon Refining Krotz Springs, Inc. (the "Company") announced today that it has commenced an exchange offer (the "Exchange Offer") to exchange up to $216.5 million in aggregate principal amount of its 13 1/2% Senior Secured Notes due 2014 (the "Exchange Notes") that have been registered under the Securities Act of 1933, as amended (the "Securities Act"), for the same principal amount of its outstanding 13 1/2% Senior Secured Notes due 2014 (the "Outstanding Notes").  The Outstanding Notes were sold in October 2009 to "qualified institutional buyers" pursuant to the exemption from registration set forth in Rule 144A under the Securities Act, outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act and to a limited number of institutional "accredited investors" pursuant to other available exemptions from registration under the Securities Act.  The Exchange Notes are substantially identical to the Outstanding Notes except that the transfer restrictions, registration rights and special interest provisions relating to the Outstanding Notes will not apply to the Exchange Notes.

The Exchange Offer will expire at 5:00 p.m., New York City time, on February 11, 2010, unless extended or terminated.  Tenders of Outstanding Notes must be made before the Exchange Offer expires and may be withdrawn any time prior to expiration of the Exchange Offer.  The Exchange Offer is not conditioned upon any minimum principal amount of Original Notes being tendered for exchange.  

Documents describing the terms of the Exchange Offer, including the exchange offer prospectus and the associated letter of transmittal, have been filed with the Securities and Exchange Commission, and may be obtained by holders of the Outstanding Notes from the exchange agent, Wilmington Trust FSB, c/o Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, DE 19890-1600, Attention: Corporate Capital Markets, Telephone 302-636-6181, Fax: 302-636-4139.

This press release is neither an offer to sell nor the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which, or to any persons to whom, such an offer, solicitation or sale would be unlawful or would otherwise not be permitted.

This press release contains information about pending transactions, and there can be no assurance that these transactions will be completed. Any statements in this press release that are not statements of historical fact are forward-looking statements. Forward-looking statements reflect our current expectations regarding future events, results or outcomes. These statements rely on assumptions and are subject to various risks and uncertainties which could cause actual results to vary materially from expectations expressed in or indicated by the forward-looking statements.  Factors that could affect whether the Exchange Offer is completed include, among other things, the risk that the conditions to the Exchange Offer are not satisfied. Additional information regarding these and other risks and uncertainties is contained in the exchange offer prospectus and in our filings with the Securities and Exchange Commission.

Alon Refining Krotz Springs, Inc., a subsidiary of Alon USA Energy, Inc. (NYSE: ALJ), owns and operates a high conversion crude oil refinery in Krotz Springs, Louisiana with a crude oil throughput capacity of 83,100 barrels per day.  The Krotz Springs refinery is located on the Atchafalaya River with direct access to the Colonial products pipeline and the Exxon crude system and services markets in the Southern and Eastern United States. The Krotz Springs refinery has been designated an OSHA VPP Star-certified location since 2003.


Claire A. Hart, Senior Vice President

Alon Refining Krotz Springs, Inc.


Investors:  Jack Lascar/Sheila Stuewe

DRG&E / 713-529-6600

Media:  Blake Lewis

Lewis Public Relations


Ruth Sheetrit

SMG Public Relations


SOURCE Alon USA Energy, Inc.