<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 1996
--------------
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the transition period from to
---------------- -----------------
Commission File Number 1-3876
HOLLY CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 75-1056913
- --------------------------------- -----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Crescent Court, Suite 1600
Dallas, Texas 75201-6927
- ---------------------------------------- ---------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (214) 871-3555
--------------
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
8,253,514 shares of Common Stock, par value $.01 per share, were outstanding on
June 5, 1996.
<PAGE> 2
HOLLY CORPORATION
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet -
April 30, 1996 (Unaudited) and July 31, 1995 3
Consolidated Statement of Income (Unaudited) -
Three Months and Nine Months Ended April 30, 1996 and 1995 4
Consolidated Statement of Cash Flows (Unaudited) -
Nine Months Ended April 30, 1996 and 1995 5
Notes to Consolidated Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8-K 12
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
HOLLY CORPORATION
CONSOLIDATED BALANCE SHEET
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Unaudited
April 30, July 31,
1996 1995
---------- ---------
<S> <C> <C>
ASSETS
------
Current assets
Cash and cash equivalents $ 69,790 $ 13,432
Accounts receivable: Trade 46,204 37,733
Crude oil 62,102 48,092
-------- --------
108,306 85,825
Inventories: Crude oil and refined products 33,452 35,649
Materials and supplies 6,652 6,532
-------- --------
40,104 42,181
Income taxes receivable 752 1,540
Prepayments and other 8,097 10,032
-------- --------
Total current assets 227,049 153,010
Properties, plants and equipment, at cost 259,579 249,814
Less accumulated depreciation, depletion and amortization 128,934 118,629
-------- --------
130,645 131,185
Other assets 2,755 3,189
-------- --------
$360,449 $287,384
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities
Accounts payable $128,224 $106,817
Accrued liabilities 16,409 13,702
Income taxes payable 616 476
Current maturities of long-term debt 10,775 14,275
-------- --------
Total current liabilities 156,024 135,270
Deferred income taxes 18,393 17,506
Long-term debt, less current maturities 97,057 54,565
Contingencies
Stockholders' equity
Preferred stock, $1.00 par value -
1,000,000 shares authorized; none issued - -
Common stock, $.01 par value - 20,000,000 shares
authorized; 8,650,282 shares issued 87 87
Additional capital 6,132 6,132
Retained earnings 83,325 74,803
-------- --------
89,544 81,022
Common stock held in treasury, at cost - 396,768 shares (569) (569)
Deferred charge - amount due from ESOP - (410)
-------- --------
Total stockholders' equity 88,975 80,043
-------- --------
$360,449 $287,384
======== ========
</TABLE>
See accompanying notes.
3
<PAGE> 4
HOLLY CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(Dollars in Thousands Except Per Share Amounts)
<TABLE>
<CAPTION>
Unaudited Unaudited
Three Months Ended Nine Months Ended
April 30, April 30,
-------------------------- --------------------------
1996 1995 1996 1995
---------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
Revenues
Net sales $ 168,256 $ 146,923 $ 484,485 $ 453,786
Miscellaneous 216 124 603 947
--------- --------- --------- ---------
168,472 147,047 485,088 454,733
Costs and expenses
Cost of sales 151,437 137,672 435,383 412,322
General and administrative 3,547 2,959 10,349 9,629
Depreciation, depletion and amortization 4,898 4,335 13,364 11,735
Exploration expenses, including dry holes 888 1,181 2,349 2,451
Miscellaneous 34 25 203 107
--------- --------- --------- ---------
160,804 146,172 461,648 436,244
--------- --------- --------- ---------
Income from operations 7,668 875 23,440 18,489
Other
Interest income 844 289 2,034 732
Interest expense (2,682) (2,095) (7,131) (6,337)
--------- --------- --------- ---------
(1,838) (1,806) (5,097) (5,605)
--------- --------- --------- ---------
Income (loss) before income taxes and cumulative effect
of change in accounting for turnarounds 5,830 (931) 18,343 12,884
Income tax provision (benefit)
Current 1,996 (969) 7,149 3,586
Deferred 331 414 212 1,439
--------- --------- --------- ---------
2,327 (555) 7,361 5,025
--------- --------- --------- ---------
Income (loss) before cumulative effect of
change in accounting method 3,503 (376) 10,982 7,859
Cumulative effect to August 1, 1994 of change
in accounting for turnarounds, net of taxes - - - 5,703
--------- --------- --------- ---------
Net income (loss) $ 3,503 $ (376) $ 10,982 $ 13,562
========= ========= ========= =========
Income (loss) per common share
Income (loss) before cumulative effect
of change in accounting method $ .42 $ (.05) $ 1.33 $ .95
Cumulative effect to August 1, 1994 of change
in accounting for turnarounds, net of taxes - - - .69
--------- --------- --------- ---------
Net income (loss) $ .42 $ (.05) $ 1.33 $ 1.64
========= ========= ========= =========
Cash dividends paid per share $ .10 $ .10 $ .30 $ .30
Average number of shares of common
stock outstanding (in thousands) 8,254 8,254 8,254 8,254
</TABLE>
See accompanying notes.
4
<PAGE> 5
HOLLY CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
Unaudited
Nine Months Ended
April 30,
--------------------------
1996 1995
-------- -------
<S> <C> <C>
Cash flows from operating activities
Net income $ 10,982 $13,562
Adjustments to reconcile net income
to net cash provided by operating activities
Depreciation, depletion and amortization 13,364 11,735
Deferred income taxes 212 1,439
Dry hole costs and leasehold impairment 1,045 652
Cumulative effect to August 1, 1994 of
change in accounting for turnarounds - (5,703)
(Increase) decrease in operating assets
Accounts receivable (22,481) 8,152
Inventories 2,077 4,015
Income taxes receivable 804 (3,094)
Prepayments and other 1,350 1,458
Increase (decrease) in operating liabilities
Accounts payable 21,407 (5,149)
Accrued liabilities 3,262 2,473
Income taxes payable 140 (111)
Other, net (997) (2,696)
-------- -------
Net cash provided by operating activities 31,165 26,733
Cash flows from financing activities
Proceeds from Senior Notes 39,000 -
Reduction of long-term debt (8) (8)
Issuance costs of debt (403) -
Cash dividends (2,476) (2,476)
-------- -------
Net cash provided by (used for) financing activities 36,113 (2,484)
Cash flows from investing activities
Additions to properties, plants and equipment (10,920) (10,606)
-------- -------
Net cash used for investing activities (10,920) (10,606)
-------- -------
Cash and cash equivalents
Increase for the period 56,358 13,643
Beginning of year 13,432 3,297
-------- -------
End of period $ 69,790 $16,940
======== =======
Supplemental disclosure of cash flow information
Cash paid during period for
Interest $ 3,782 $ 4,249
Income taxes $ 5,874 $ 6,744
</TABLE>
See accompanying notes.
5
<PAGE> 6
HOLLY CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Presentation of Financial Statements
In the opinion of the Company, the accompanying consolidated financial
statements, which have not been audited by independent accountants (except for
the consolidated balance sheet as of July 31, 1995), reflect all adjustments
(consisting only of normal recurring adjustments) necessary to present fairly
the Company's consolidated financial position as of April 30, 1996, the
consolidated results of operations for the three and nine months ended April
30, 1996 and 1995, and consolidated cash flows for the nine months ended April
30, 1996 and 1995.
Certain notes and other information have been condensed or omitted.
Therefore, these financial statements should be read in conjunction with the
consolidated financial statements and related notes included in the Company's
Annual Report on Form 10-K for the fiscal year ended July 31, 1995.
References herein to the "Company" are for convenience of presentation
and may include obligations, commitments or contingencies that pertain solely
to one or more affiliates of the Company. Results of operations for the first
nine months of fiscal 1996 are not necessarily indicative of the results to be
expected for the full year.
Note B - Debt
In November 1995, the Company completed the funding from a group of
insurance companies of a new private placement of Senior Notes in the amount of
$39 million and the extension of $21 million of previously outstanding Senior
Notes. The new $39 million Series C Notes have a 10-year life, require equal
annual principal payments of $5,571,000 beginning December 15, 1999, and bear
interest at 7.62%. The new $21 million Series D Notes, for which previously
issued Series B Notes were exchanged, have a ten-year life, require equal
annual principal payments of $3,000,000 beginning December 15, 1999, and bear
interest at an initial rate of 10.16%, with reductions to 7.82% for the periods
subsequent to the original maturity dates of the exchanged Series B Notes.
Both the new notes and the extension notes have other terms and conditions
similar to the previously outstanding Senior Notes.
With the closing of this transaction, maturities of long-term debt
through fiscal year 2000 are now as follows: 1996 -- $10,775,000; 1997 --
$10,775,000; 1998 - $10,775,000; 1999 -- $5,175,000 and 2000 -- $13,746,000.
Note C - Pipeline Lease
The Company has entered into a lease agreement which involves leasing
more than 300 miles of 8" pipeline beginning in fiscal 1997. The lease will
have an initial term of ten years with a renewal option for an additional ten
years, and provides for future escalation of lease payments.
6
<PAGE> 7
HOLLY CORPORATION
Notes to Consolidated Financial Statements (Continued)
Note D - Contingencies
In July 1993, the United States Department of Justice (DOJ), on behalf
of the United States Environmental Protection Agency (EPA), filed a suit
against the Company's subsidiary, Navajo Refining Company (Navajo) alleging
that, beginning in September 1990 and continuing through the present, Navajo
has violated and continues to violate the Resource Conservation and Recovery
Act (RCRA) and implementing regulations of the EPA by treating, storing and
disposing of certain hazardous wastes without compliance with regulatory
requirements. The Company believes that the parties are in the final stage of
negotiating a resolution of the litigation. If settled as anticipated, the
Company would close the existing evaporation ponds of its wastewater management
system at a cost believed to be substantially less than $1 million. The
settlement also contemplates that the Company would utilize an alternative to
the existing wastewater treatment system at an estimated total cost of
approximately $3 million dollars over the next several years. The costs to
implement an alternative wastewater treatment system would be capitalized and
amortized over the future useful life of the resulting asset in accordance with
generally accepted accounting principles. The settlement with the DOJ also is
expected to involve the payment of civil penalty of less than $2 million. In
fiscal 1993, the Company recorded a $2 million reserve for the litigation.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
Net income for the third quarter ended April 30, 1996 was $3.5 million
as compared to a net loss of $.4 million for the third quarter of the prior
year. For the nine months ended April 30, 1996, net income was $11.0 million
as compared to $13.6 million, which included a gain of $5.7 million for an
accounting change, for the first nine months in the same period of fiscal 1995.
Excluding the effect of the change in accounting for turnarounds in the
first quarter of the prior year, the increase in net income in the third
quarter and nine month period ended April 30, 1996 was principally due to
improved refining margins, as compared to the same periods of fiscal 1995.
Refinery margins in the current period's third quarter, particularly beginning
in the month of April 1996 and continuing into the present quarter, were very
strong as refining capacity and gasoline inventories tightened nationally.
Adding to the improved results were improvements in the Company's oil and gas
business. With two new offshore properties commencing production during the
second quarter, sufficient revenues were generated to effectively reflect a
break even on a book basis for both the three and nine month periods ending
April 30, 1996, as compared to
7
<PAGE> 8
HOLLY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
losses of $1.4 million and $2.2 million in the three and nine month periods,
respectively, in the prior year. Interest income and interest expense, net for
the three month periods, were essentially the same as higher levels of
interest expense due to the additional borrowings last November 1995, were
offset by higher interest income. For the nine months ended April 30, 1996
interest income and expense, net, decreased $.5 million due to higher levels of
investments. Total revenues for both current periods increased due to higher
selling prices, particularly in the third quarter, than those of the prior year
periods. Revenues from the Company's oil and gas business were $2.2 million
and $4.3 million for the third quarter and nine month period ended April 30,
1996, as compared to $.4 million and $1.4 million for the prior year third
quarter and nine months. Volumes of refined products sold in the current
quarter were slightly lower due to a major maintenance (turnaround) in March
1996 of the Company's crude unit at its Navajo Refining Company's Artesia
facility. For the nine month periods sales volumes of refined products were
fundamentally the same in both years.
Effective August 1, 1994, the Company changed its method of accounting
for turnaround costs. Turnarounds consist of preventive maintenance on major
processing units which requires the shutdown and restart of all units, and
generally are scheduled at two to three year intervals. Previously, the
Company estimated the costs of the next scheduled turnaround and ratably
accrued the related expenses prior to the actual turnaround. To provide for a
better matching of turnaround costs with revenues, the Company changed its
accounting method for turnaround costs to one that results in the amortization
of costs incurred over the period until the next scheduled turnaround. The
cumulative effect of this accounting change through the 1994 fiscal year was an
increase in net income in the first quarter of fiscal 1995 of $5.7 million.
Financial Condition
Cash and cash equivalents increased during the nine months ended April
30, 1996 by $56.4 million, primarily the result of the new $39 million of
Senior Notes, as described below, and cash flows from operations, reduced
partially by capital expenditures and dividends paid. Working capital
increased during the nine months ended April 30, 1996 by $53.3 million to $71.0
million. The Company's long-term debt now represents 54.8% of total
capitalization as compared to 46.2% at July 31, 1995. At April 30, 1996, the
Company had $25 million of borrowing capacity under the Credit Agreement which
can be used for short term working capital needs. The Company believes that
these sources of funds, together with future cash flows from operations should
provide sufficient resources, financial strength and flexibility for the
Company to satisfy its liquidity needs, capital requirements, and debt service
obligations and to permit the payment of dividends for the foreseeable future.
8
<PAGE> 9
HOLLY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
Net cash provided by operating activities amounted to $31.2 million in
the first nine months of fiscal 1996, as compared to $26.7 million in the same
period of the prior year. The change in the method of accounting for
turnaround costs did not have any effect on cash provided from operations.
Cash flows for investing activities were $10.9 million in the first nine
months of fiscal 1996, as compared to $10.6 million in the same period of the
prior year, all of which were for capital expenditures.
Favorable developments, as discussed below, have allowed the Company to
reduce its previously announced 1996 fiscal year capital budget from $44
million to $27 million. The planned expenditures are principally for projects
relating to the Company's 60,000 barrel per day Navajo Refinery in Artesia, New
Mexico, including refinery upgrades to improve product yields, a joint venture
to ship liguid petroleum gas (LPGs) to Mexico, construction of a new 12"
pipeline from Orla to El Paso, Texas, to replace the pipeline to be utilized by
the LPG joint venture, and construction of a pipeline connection from the
Navajo Refinery to an 8" pipeline that will be leased by the Company for
products transport (the "Lease Agreement").
The Lease Agreement with Mid-America Pipeline as the lessor and
involving more than 300 miles of 8" pipeline running from Chavez County to San
Juan County, New Mexico has allowed the Company to alter its plans for the
joint venture replacement pipeline. Instead of constructing a pipeline from
the Navajo Refinery to El Paso, Texas, the new 12" pipeline will be constructed
from Orla to El Paso, Texas, in parallel with the 8" segment that will be sold
to the joint venture. This new pipeline configuration allows the Company to
save approximately $17 million in capital costs on this project, such that the
Company's total net cash investment, including a 25% interest in the joint
venture, is now estimated to be $5 million.
The Company believes the scheduled refinery upgrade capital projects
will improve product yields and enhance refining profitability. The planned
UOP Isomerization unit, which will increase the refinery's internal octane
generating capabilities and improve light product yields, is expected to be
operational during the first quarter of fiscal 1997. In addition, the Company
intends to implement certain state-of-the-art upgrades to its fluid catalytic
cracking unit (FCC), which will improve FCC high value product yields.
Engineering and equipment procurement for this project will proceed during
fiscal 1996, with completion and realization of benefits expected to occur
during fiscal 1997. The total estimated cost of these two projects is $14
million.
The Company's previously announced joint venture with Mid-America
Pipeline Company and Amoco Pipeline Company to transport LPGs to Mexico
involves the construction of a new 12" pipeline to replace a portion of the 8"
pipeline currently used by Navajo, which in turn will be transferred to the
joint venture. The change in pipeline configuration discussed above occurred
after the Company had begun work on the previous construction plan, resulting
in approximately
9
<PAGE> 10
HOLLY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
$900,000 in archaeological and right-of-way costs that were charged against
this quarter's earnings. The Company anticipates the realization of benefits
from the joint venture in fiscal 1997.
In addition to the above budgeted expenditures, the Company has added a
$12 million project in connection with the Lease Agreement involving the
construction of an 8" pipeline from the Navajo Refinery to the leased pipeline
and related terminalling facilities. These facilities will allow the Company
to use the pipeline to transport refined products from its Navajo Refinery to
markets in Northwest New Mexico, including Albuquerque and Farmington.
Mid-America Pipeline Company will continue to operate the pipeline.
The additional pipeline capacity associated with both the Lease
Agreement and the new pipeline constructed in conjunction with the joint
venture should reduce pipeline operating expenses at current throughputs and
allow the Company to expand volumes, through refinery expansion or otherwise,
shipped into existing and new markets.
The remainder of the approved capital budgets will be for various
refinery improvements, environmental and safety enhancements and approximately
$2 million for new oil and gas exploration and production activities.
Cash flows provided by financing activities amounted to $36.1 million in
the first nine months of fiscal 1996, as compared to cash flows used for
financing activities of $2.5 million in the same period of the prior year. In
November 1995, the Company completed the funding from a group of insurance
companies of a new private placement of Senior Notes in the amount of $39
million and the extension of $21 million of previously outstanding Senior
Notes. This private placement is intended to finance the Company's capital
budget for the 1996 fiscal year, and to enhance the Company's future investment
flexibility and financial strength. The $39 million of new Senior Notes will
have a 10-year maturity, with equal annual principal payments of $5.6 million
beginning at the end of the fourth year, and an interest rate of 7.62%. The
extension of $21 million of previously issued Series B Notes extends the final
maturity of these notes from June 2001 to December 2005, with the first
principal payment date changed from June 1996 to December 1999, and with an
interest rate of 7.82% for the period subsequent to the original maturity date.
Both the new notes and the extension notes have other terms and conditions
similar to the previously outstanding Senior Notes. With the closing of this
transaction, maturities of long-term debt through fiscal year 2000 are now as
follows: 1996 -- $10,775,000; 1997 -- $10,775,000; 1998 -- $10,775,000; 1999
- -- $5,175,000 and 2000 -- $13,746,000.
10
<PAGE> 11
HOLLY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
Diamond Shamrock, Inc., an independent refiner and marketer, completed
in November 1995 the construction of a 409-mile, ten-inch refined products
pipeline from its McKee refinery near Dumas, Texas to El Paso. Diamond
Shamrock has announced that this pipeline will have an initial capacity of
27,000 BPD, and that it intends to use its pipeline to supply fuels to the El
Paso, New Mexico, Arizona and northern Mexico markets. The Diamond Shamrock
pipeline has increased and could further increase the supply of products in the
Company's principal markets.
Periodically other projects that, if consummated, could cause an
increase in the supply of products to some or all of the Company's markets have
been explored by a variety of entities. One such project involves an investor
group which, in June 1995, announced that it was negotiating to purchase an
existing crude oil pipeline running from West Texas to a refinery near Houston,
as part of the investor group's plan to reverse the line and extend it for use
in transporting refined products from the Gulf Coast to El Paso. There had
been periodic reports that the group is taking steps to attempt to bring the
project to fruition, but of late no such reports have been seen. If such a
project were to be consummated, there would be a substantial further increase
in supply for the Company's markets. Neither the viability of this project nor
its long-term ramifications can presently be ascertained.
At times in the past, the common carrier pipelines used by the Company
to serve the Tucson and Phoenix markets have been operated at or near their
capacity. In addition, the common carrier pipeline used by the Company to
serve the Albuquerque market currently is operating at or near capacity. The
aforementioned Lease Agreement with Mid-America Pipeline Company should
alleviate this Albuquerque market constraint. There is no assurance that the
Company will not experience future constraints on its ability to deliver its
products through common carrier pipelines or that any existing constraints will
not worsen. In particular, the flow of additional product into El Paso for
shipment to Arizona, either as a result of the new Diamond Shamrock pipeline or
otherwise, could result in the reoccurrence of such constraints.
In July 1993, the United States Department of Justice (DOJ), on behalf
of the United States Environmental Protection Agency (EPA), filed a suit
against the Company's subsidiary, Navajo Refining Company (Navajo) alleging
that, beginning in September 1990 and continuing through the present, Navajo
has violated and continues to violate the Resource Conservation and Recovery
Act (RCRA) and implementing regulations of the EPA by treating, storing and
disposing of certain hazardous wastes without compliance with regulatory
requirements. The Company believes that the parties are in the final stages of
negotiating a resolution of the litigation. If settled as anticipated, the
Company would close the existing evaporation ponds of its wastewater management
system at a cost believed to be substantially less than $1 million. The
settlement also contemplates that the Company would implement an alternative to
the existing wastewater
11
<PAGE> 12
HOLLY CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (Continued)
treatment system, which likely could cause the Company to incur costs totaling
approximately $3 million over the next several years. The costs to implement
an alternative wastewater treatment system would be capitalized and amortized
over the future useful life of the resulting asset in accordance with generally
accepted accounting principles. The settlement with the DOJ also is expected
to involve the payment of a civil penalty of less than $2 million. In fiscal
1993, the Company recorded a $2 million reserve for the litigation.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
In July 1993, the DOJ, acting on behalf of the EPA, filed a complaint in
the United States District Court for the District of New Mexico alleging that
Navajo, beginning in September 1990 and continuing until the present, had
violated and continues to violate the RCRA and implementing regulations of the
EPA by treating, storing and disposing of certain hazardous wastes without
necessary authorization and without compliance with regulatory requirements.
The complaint seeks a court order directing Navajo to comply with these
regulatory standards and civil penalties for the alleged non- compliance. The
Company believes that the parties are in the final stages of negotiations that
should resolve the litigation. Based on these negotiations, the Company would
close the existing evaporation ponds of its wastewater management system and
implement an alternative wastewater treatment system. Any settlement with DOJ
and EPA also is expected to involve payment of a civil penalty. See
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and Note D to the Consolidated Financial Statements.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: See Index to Exhibits on page 14.
(b) Reports on Form 8-K: None.
12
<PAGE> 13
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HOLLY CORPORATION
------------------------------
(Registrant)
Date: June 11, 1996 By /S/Henry A. Teichholz
----------------------------
Henry A. Teichholz
Vice President, Treasurer
and Controller
(Duly Authorized Principal
Financial and Accounting
Officer)
13
<PAGE> 14
HOLLY CORPORATION
INDEX TO EXHIBITS
(Exhibits are numbered to correspond to the exhibit
table in Item 601 of Regulation S-K)
Exhibit
Number Description
------- ------------
27 - Financial Data Schedule
14
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-END> APR-30-1996
<CASH> 69,790
<SECURITIES> 0
<RECEIVABLES> 108,306
<ALLOWANCES> 0
<INVENTORY> 40,104
<CURRENT-ASSETS> 227,049
<PP&E> 259,579
<DEPRECIATION> 128,934
<TOTAL-ASSETS> 360,449
<CURRENT-LIABILITIES> 156,024
<BONDS> 97,057
<COMMON> 87
0
0
<OTHER-SE> 88,888
<TOTAL-LIABILITY-AND-EQUITY> 360,449
<SALES> 484,485
<TOTAL-REVENUES> 485,088
<CGS> 435,383
<TOTAL-COSTS> 461,648
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,131
<INCOME-PRETAX> 18,343
<INCOME-TAX> 7,361
<INCOME-CONTINUING> 10,982
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,982
<EPS-PRIMARY> 1.33
<EPS-DILUTED> 1.33
</TABLE>
