Alon USA Announces Filing of Registration Statement for Planned Rights Offering

DALLAS, Aug. 24 /PRNewswire-FirstCall/ -- Alon USA Energy, Inc. (NYSE: ALJ) (the "Company") announced today that it has filed a registration statement with the Securities and Exchange Commission (the "SEC") with respect to a $40 million rights offering of transferable subscription rights to subscribe for up to 4,000,000 shares of the Company's 8.75% Series A Convertible Preferred Stock (the "Preferred Stock").

The Company plans to distribute to its common shareholders transferable rights to subscribe for and purchase up to an aggregate of 4,000,000 shares of its Preferred Stock at an exercise price of $10.00 per share.   It is currently anticipated that the Company will distribute one subscription right to purchase one share of Preferred Stock for every 13.55 shares of common stock held as of the record date for the rights offering.  The subscription rights are expected to trade on the New York Stock Exchange under the symbol "ALJ RT."

The Company anticipates that the record date will be determined at or about the time that the SEC declares the Company's registration statement effective.  Subscription rights will only be exercisable in whole numbers.  Fractional subscription rights will be rounded to the nearest whole number, with such adjustments as may be necessary to ensure that 4,000,000 shares of Preferred Stock are offered in the rights offering.  Each whole subscription right will entitle the holder to purchase one new share of Preferred Stock at the exercise price.  Rights holders who fully exercise their basic subscription right will also be able to exercise an over-subscription right, subject to availability and proportional allocation of shares of Preferred Stock among holders exercising this over-subscription right.  

The Company intends to apply to list the Preferred Stock on the New York Stock Exchange. If approved for listing, trading of the Preferred Stock is expected to begin shortly after the expiration of the rights offering.  The Company has received an indication of interest from its majority shareholder, Alon Israel Oil Company Ltd., to invest up to $30 million through participation in the rights offering.

Rights offering materials, including a prospectus and other items necessary to exercise the rights, will be mailed to shareholders following the SEC declaring the registration statement effective.  The prospectus will contain important information about the rights offering and the terms of the Preferred Stock, and shareholders are urged to read the prospectus carefully when available.  

A registration statement relating to these securities has been filed with the SEC but has not yet become effective.  These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.  This announcement does not constitute an offer to sell or the solicitation of an offer to buy and there will be no sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.  

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. 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 involve risks and uncertainties that could cause actual results to vary materially from expectations expressed in or indicated by the forward-looking statements, including the possibility that the effectiveness of the registration statement may be delayed, that the Company may choose to postpone, modify or not launch the rights offering, or that the rights offering may be cancelled before it closes.  Additional information regarding these and other risks and uncertainties is contained in our Annual Report on Form 10-K for the year ended December 31, 2009, and our subsequent filings with the SEC.

Alon USA Energy, Inc., headquartered in Dallas, Texas, is an independent refiner and marketer of petroleum products, operating primarily in the South Central, Southwestern and Western regions of the United States. The Company owns four crude oil refineries in Texas, California, Louisiana and Oregon, with an aggregate crude oil throughput capacity of approximately 250,000 barrels per day. Alon is a leading producer of asphalt, which it markets through its asphalt terminals predominately in the Western United States. Alon is the largest 7-Eleven licensee in the United States and operates more than 300 convenience stores in Texas and New Mexico. Alon markets motor fuel products under the FINA brand at these locations and at approximately 610 distributor-serviced locations.

SOURCE Alon USA Energy, Inc.