WeissLaw LLP is investigating possible breaches of fiduciary duty and other violations of law by the Board of Directors of Western Refining, Inc. (“WNR” or the “Company”) in connection with the proposed acquisition of the Company by Tesoro Corp. (“Tesoro”).  On November 17, 2016, the Company announced that it had reached a definitive agreement for Tesoro to acquire all outstanding shares of WNR in a transaction valued at approximately $4.1 billion.  Under the terms of the agreement, the Company’s shareholders can elect to receive 0.44 of a share of Tesoro, or $37.30 in cash for each WNR share they own.

WeissLaw is investigating whether WNR’s Board acted to maximize shareholder value prior to entering into the agreement.  Notably, at least one analyst set a target price of $46.00.  Additionally, according to the Company’s Executive Chairman, “[WNR] refineries are geographically well positioned and have strategic access to advantaged North American crude oil.”  With some of the best margins among oil refiners, the WNR acquisition will position Tesoro as the fifth largest U.S. refiner.  Further, on the conference call following the announcement, Tesoro’s Chairman and CEO spoke of the many benefits expected from the transaction; including a 28% increase in refining capacity, coupled with an enhanced geographic footprint, and a projected 10% to 13% EPS accretion in 2018.

Given these facts, WeissLaw is investigating whether WNR’s Board acted in the best interests of WNR’s public shareholders to maximize shareholder value prior to entering into the agreement.  If you own WNR shares and would like more information about your rights or our investigation, or if you have information to share with us, please contact Joshua Rubin by telephone at (888) 593-4771 or by email at stockinfo@weisslawllp.com.

WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com or fill out the form on our website, http://www.weisslawllp.com/western-refining-inc./