13D Filing: Whitebox Advisors and Par Pacific Holdings Inc. (PARR)

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(b)       See
Items 7 through 10 of the cover pages to this Amendment No. 16 for the number of shares of Common Stock beneficially owned by each
of the Reporting Persons as of December 18, 2017 as to which there is sole or shared power to vote or direct the vote, and sole
or shared power to dispose or direct the disposition.

(c)       The
transactions in the Common Stock by the Reporting Persons in the past 60 days are set forth in Exhibit 99.37. All transactions
were conducted in the open market.

(d)       The
WA Private Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale
of shares of Common Stock owned by the Reporting Persons.

(e)       Not
applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Item 6 of the Schedule 13D is amended and
supplemented as follows:

The
information contained in Item 4 of this Schedule 13D regarding the Senior Notes Purchase Agreement is incorporated by reference
herein.

Item 7. Material to Be Filed as Exhibits

Item
7 of the Schedule 13D is amended and supplemented as follows.

Exhibit No. Description
99.37

Schedule of Transactions in the Common Stock by the Reporting Persons

99.38

Amended and Restated Joint Filing Agreement, dated December 19, 2017, among the Reporting Persons.

99.39

Executive Officers and Board of Whitebox Advisors LLC

99.40

Board of Whitebox General Partner LLC

99.41 Senior Notes Purchase Agreement (incorporated herein by reference to Exhibit 1.1 to the Current Report on Form 8-K filed by the Issuer on December 13, 2017)

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