HOUSTON, April 1, 2015 /PRNewswire/ -- Sunoco LP
(NYSE: SUN) announced today that it has completed the acquisition
of a 31.58 percent equity interest in Sunoco, LLC, from ETP Retail
Holdings, an affiliate of Energy Transfer Partners (NYSE:
ETP). The transaction is valued at approximately $816 million. SUN paid $775 million in cash and issued to ETP 795,482
new SUN units valued at $40.8
million.
The acquisition was funded using proceeds from the previously
announced issuance of senior notes that was also completed
today. SUN issued $800 million
of 6.375% Senior Notes due 2023 through a private offering. The
Notes were co-issued by Sunoco LP and Sunoco Finance Corp., a
wholly owned subsidiary. Net proceeds totaled $789.2 million. SUN also used a small
portion of the proceeds to repay outstanding borrowings under its
senior secured revolving credit facility.
Sunoco, LLC distributes approximately 5.3 billion gallons per
year of motor fuels to customers in more than 26 states in the
east, midwest and southeast regions of the United States to:
- Sunoco Inc. (owned by ETP) for resale at approximately 440
company-operated Sunoco and APlus branded convenience stores and
other retail fuel outlets.
- Approximately 880 Sunoco-branded dealer locations under
long-term fuel supply agreements.
- Other fuel distributors of Sunoco-branded fuel that supply
approximately 3,640 additional third-party retail fuel
outlets.
- Approximately 400 other commercial customers under spot or
short-term contracts.
Management expects that substantially all of the income from
SUN's interest in Sunoco, LLC will be qualifying income. The
transaction is expected to be immediately accretive to SUN's
distributable cash flow for 2015 and beyond.
The offering of the senior notes has not been registered under
the Securities Act of 1933, as amended (the "Securities Act"), or
any state securities laws and, unless so registered, the notes may
not be offered or sold in the United
States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.
This news release is neither an offer to sell nor a solicitation
of an offer to buy the notes or any other securities and shall not
constitute an offer to sell or a solicitation of an offer to buy,
or a sale of, the notes or any other securities in any jurisdiction
in which such offer, solicitation or sale is unlawful.
Sunoco LP (NYSE: SUN) is a master limited partnership
(MLP) that primarily distributes motor fuel to convenience stores,
independent dealers, commercial customers and distributors. SUN
also operates more than 150 convenience stores and retail fuel
sites. SUN conducts its business through wholly owned subsidiaries,
as well as through its 31.58 percent interest in Sunoco, LLC, in
partnership with an affiliate of its parent company, Energy
Transfer Partners. While primarily engaged in natural gas,
natural gas liquids, crude oil and refined products transportation,
ETP also operates a retail and fuel distribution business through
its interest in Sunoco, LLC, as well as wholly owned subsidiaries,
Sunoco, Inc. and Stripes LLC, that operate approximately 1,100
convenience stores and retail fuel sites. For more
information, visit the Sunoco LP website at www.SunocoLP.com.
Forward-Looking Statements
This news release contains "forward-looking statements" which
may describe Sunoco LP's ("SUN") objectives, expected results of
operations, targets, plans, strategies, costs, anticipated capital
expenditures, potential acquisitions, new store openings and/or new
dealer locations, management's expectations, beliefs or goals
regarding proposed transactions between ETP and SUN, the expected
timing of those transactions and the future financial and/or
operating impact of those transactions, including the anticipated
integration process and any related benefits, opportunities or
synergies. These statements are based on current plans,
expectations and projections and involve a number of risks and
uncertainties that could cause actual results and events to vary
materially, including but not limited to: execution, integration,
environmental and other risks related to acquisitions (including
the Sunoco, LLC drop-down, and future drop-downs) and our overall
acquisition strategy; competitive pressures from convenience
stores, gasoline stations, other non-traditional retailers and
other wholesale fuel distributors located in SUN's and Sunoco,
LLC's markets; dangers inherent in storing and transporting motor
fuel; SUN's or Sunoco, LLC's ability to renew or renegotiate
long-term distribution contracts with customers; changes in the
price of and demand for motor fuel; changing consumer preferences
for alternative fuel sources or improvement in fuel efficiency;
competition in the wholesale motor fuel distribution industry;
seasonal trends; severe or unfavorable weather conditions;
increased costs; environmental laws and regulations; dangers
inherent in the storage of motor fuel; reliance on suppliers to
provide trade credit terms to adequately fund ongoing operations;
acts of war and terrorism; dependence on information technology
systems; SUN's and ETP's ability to consummate any proposed
transactions, or to satisfy the conditions precedent to the
consummation of such transactions; successful development and
execution of integration plans; ability to realize anticipated
synergies or cost-savings and the potential impact of the
transactions on employee, supplier, customer and competitor
relationships; and other unforeseen factors. For a full discussion
of these and other risks and uncertainties, refer to the "Risk
Factors" section of SUN's and ETP's most recently filed annual
reports on Form 10-K. These forward-looking statements are based on
and include our estimates as of the date hereof. Subsequent events
and market developments could cause our estimates to change. While
we may elect to update these forward-looking statements at some
point in the future, we specifically disclaim any obligation to do
so, even if new information becomes available, except as may be
required by applicable law.
Contacts
Scott
Grischow
Director – Investor Relations and Treasury
(361) 884-2463, scott.grischow@susser.com
Dennard-Lascar Associates
Anne Pearson
(210) 408-6321, apearson@dennardlascar.com
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SOURCE Sunoco LP