NYSE
30 days, 23 hours ago 
SUN
Sunoco Lp
425: Sunoco LP to Acquire Parkland Corporation in $9.1 Billion Deal, Creating Americas' Largest Independent Fuel Distributor
Sunoco LP announces a definitive agreement to acquire Parkland Corporation for $9.1 billion, including assumed debt, aiming to create one of the largest independent fuel distributors in the Americas with significant synergies and enhanced shareholder returns.
Capital raise
 
Better than expected
 
NYSE
31 days, 8 hours ago 
SUN
Sunoco Lp
425: Sunoco LP Amends Parkland Acquisition Terms, Reveals Pro Forma Financials Showing Full-Year Loss
Sunoco LP has announced an amendment to its definitive agreement to acquire Parkland Corporation, adjusting funding and proration mechanics, while also releasing unaudited pro forma financial information that indicates a net loss for the combined entity for the year ended December 31, 2024.
Worse than expected
 
Capital raise
 
NYSE
31 days, 8 hours ago 
SUN
Sunoco Lp
8-K: Sunoco LP Amends Parkland Acquisition Terms, Reveals Pro Forma Financials for $9.1 Billion Deal
Sunoco LP has announced an amendment to its arrangement agreement with Parkland Corporation, adjusting funding and proration mechanics, and has furnished unaudited pro forma financial information reflecting the combined impact of the Parkland acquisition, the NuStar acquisition, and the West Texas asset sale.
Capital raise
 
Worse than expected
 
NYSE
32 days, 7 hours ago 
SUN
Sunoco Lp
8-K: Sunoco LP Acquisition of Parkland Corporation Advances with Debt Covenant Amendments
Sunoco LP's acquisition of Parkland Corporation progresses as Parkland initiates a consent solicitation to amend debt indentures, aiming to eliminate a Change of Control offer obligation triggered by the transaction.
NYSE
40 days, 0 hours ago 
SUN
Sunoco Lp
8-K: Sunoco LP Amends Credit Agreement to Facilitate Parkland Acquisition
Sunoco LP amends its credit agreement, increasing the letter of credit sublimit and modifying guarantee requirements to support the Parkland acquisition.
NYSE
51 days, 13 hours ago 
SUN
Sunoco Lp
10-Q: Sunoco LP Announces Q1 2025 Results, Highlights Strategic Acquisitions and Financial Performance
Sunoco LP reports its Q1 2025 financial results, detailing strategic acquisitions including TanQuid and Parkland, and providing an overview of segment performance and financial condition.
Capital raise
 
Worse than expected
 
NYSE
53 days, 21 hours ago 
SUN
Sunoco Lp
425: Sunoco to Acquire Parkland Corporation for $9.1 Billion, Creating Americas' Largest Independent Fuel Distributor
Sunoco LP announces a definitive agreement to acquire Parkland Corporation in a cash and equity transaction valued at $9.1 billion, including assumed debt, aiming to create the largest independent fuel distributor in the Americas.
Capital raise
 
NYSE
53 days, 22 hours ago 
SUN
Sunoco Lp
8-K: Sunoco LP Announces Solid First Quarter 2025 Results and Strategic Acquisitions
Sunoco LP reports strong Q1 2025 results, including a net income of $207 million and Adjusted EBITDA of $458 million, while also announcing significant acquisitions and distribution increases.
Better than expected
 
NYSE
54 days, 8 hours ago 
SUN
Sunoco Lp
425: Sunoco LP to Acquire Parkland Corporation in Landmark Deal
Sunoco LP will acquire Parkland Corporation, creating a major player in the energy sector, through a complex arrangement involving cash, stock, and a new publicly traded company.
Capital raise
 
NYSE
54 days, 8 hours ago 
SUN
Sunoco Lp
8-K: Sunoco to Acquire Parkland Corporation in Landmark Deal
Sunoco LP will acquire all outstanding common shares of Parkland Corporation, creating a significant shift in the energy sector landscape.
Delay expected
 
SUN 
Sunoco Lp 
NYSE

8-K: Sunoco to Acquire Parkland Corporation in Landmark Deal

Sentiment:
 Merger Announcement
 5 May 2025 9:43 PM

Sunoco LP will acquire all outstanding common shares of Parkland Corporation, creating a significant shift in the energy sector landscape.

Delay expected
  The Effective Time does not occur on or prior to February 4, 2026, or such later date as may be agreed to in writing by the parties (the Outside Date ) (provided that the Outside Date may be extended by either party for 90 days following February 4, 2026 if certain required regulatory approvals have not yet been obtained). 

Summary
  • Sunoco LP has entered into an Arrangement Agreement to acquire all of the issued and outstanding common shares of Parkland Corporation.
  • Parkland shareholders will receive, at their election, either CAD$19.80 in cash and 0.295 SUNCorp Units, cash equal to CAD$19.80 divided by 45%, or SUNCorp Units equal to 0.295 divided by 55%, subject to pro-rationing.
  • SUNCorp will become a publicly traded company holding limited partnership interests in Sunoco and will be controlled by Energy Transfer LP.
  • Sunoco has secured debt financing commitments of $7.55 billion to fund the acquisition and refinance certain indebtedness.
  • The transaction is subject to customary closing conditions, including shareholder and court approvals, regulatory approvals, and NYSE listing approval for SUNCorp Units.
  • Parkland will be obligated to pay a termination fee of CAD$275 million to SUNCorp under certain circumstances, and Sunoco will be obligated to pay a termination fee of CAD$275 million to Parkland under certain circumstances.
  • The deal is expected to close by February 4, 2026, with a possible 90-day extension for regulatory approvals.
Sentiment

Score: 7

Explanation: The document presents a significant acquisition with clear financial backing and strategic rationale. While risks are acknowledged, the overall tone suggests a well-planned and potentially beneficial transaction.

Positives
  • Parkland shareholders have the flexibility to choose between cash, SUNCorp Units, or a combination, catering to different investment preferences.
  • SUNCorp Units are intended to be listed on the New York Stock Exchange, providing liquidity for shareholders receiving unit consideration.
  • Energy Transfer LP's control of SUNCorp could bring strategic advantages and operational expertise.
  • Sunoco has secured substantial debt financing, demonstrating confidence in the deal's financial viability.
  • The agreement includes customary covenants and agreements, providing a structured framework for the acquisition process.
Negatives
  • The cash and unit elections are subject to maximum amounts and pro-rationing, potentially limiting shareholders' ability to receive their preferred consideration.
  • The deal is subject to regulatory approvals, which could introduce uncertainty and potential delays.
  • Parkland shareholders may be required to accept SUNCorp units, which may not be desirable for all investors.
  • The transaction involves significant debt financing, which could increase Sunoco's financial leverage.
  • The agreement includes termination fees, indicating potential costs if the deal does not proceed as planned.
Risks
  • Failure to obtain necessary shareholder and regulatory approvals could prevent the transaction from closing.
  • Legal restraints could emerge, prohibiting or enjoining the completion of the Arrangement.
  • Inaccurate representations and warranties from either party could lead to termination or financial repercussions.
  • Breaches of covenants or agreements could jeopardize the deal's completion.
  • Changes in market conditions or unforeseen events could negatively impact the anticipated benefits of the acquisition.
Future Outlook

The document outlines forward-looking statements regarding the completion of the proposed transaction and its anticipated benefits, but cautions that actual results could differ materially due to various risks and uncertainties.

Industry Context

This acquisition reflects a trend of consolidation within the energy sector, as companies seek to expand their market presence and achieve operational efficiencies. The deal positions Sunoco to strengthen its footprint in the retail fuel and convenience store segments.

Comparison to Industry Standards
  • Comparable transactions in the energy sector, such as the acquisition of Andeavor by Marathon Petroleum, often involve significant premiums and strategic realignments.
  • The debt financing secured by Sunoco is in line with industry standards for acquisitions of this scale.
  • The termination fees are typical for deals of this size, providing a degree of protection for both parties.
  • The regulatory approval process is expected to follow established procedures, similar to other major energy sector mergers.
Stakeholder Impact
  • Parkland shareholders will receive cash, SUNCorp Units, or a combination thereof.
  • Employees of both companies may experience changes as a result of the integration.
  • Customers could benefit from enhanced services and expanded offerings.
  • Suppliers and creditors may see changes in their relationships with the combined entity.
Next Steps
  • Obtain shareholder approval from Parkland Corporation.
  • Secure necessary regulatory approvals, including those related to antitrust and investment laws.
  • Obtain Exchange Approval for listing of SUNCorp Units on the New York Stock Exchange.
  • Finalize debt financing arrangements.
  • Complete the transfer of shares and payment of consideration to Parkland shareholders.
Key Dates
  • 2025-05-04: Date of Arrangement Agreement between Sunoco LP and Parkland Corporation.
  • 2025-05-04: Effective date of Sunoco's commitment letters with Barclays Bank PLC and Royal Bank of Canada for debt financing.
  • 2025-05-04: Effective date of voting and support agreements between the Purchaser and directors/senior officers of Parkland.
  • 2025-05-05: Date of report.
  • 2026-02-04: Outside Date for the Arrangement, subject to possible extension.
Keywords
acquisition, Sunoco, Parkland, SUNCorp, merger, energy, shares, units, financing, regulatory approvals
SUN 
Sunoco Lp 
NYSE
Sector: Energy
 
Filings with Classifications
Capital raise
29 May 2025 7:00 AM
Merger Announcement
  • Committed bridge financing is in place for the cash portion of the acquisition.
Better than expected
29 May 2025 7:00 AM
Merger Announcement
  • The transaction offers a 25% premium to Parkland shareholders based on recent trading prices.
  • It provides flexible consideration options, including immediate cash liquidity and participation in future upside via SunocoCorp units.
  • The deal is expected to generate significant annual run-rate synergies of US$250 million, indicating improved financial performance for the combined entity.
  • The creation of SunocoCorp offers a more tax-efficient structure for non-U.S. and institutional investors, enhancing shareholder value.
Worse than expected
28 May 2025 9:29 PM
Acquisition Update
  • The unaudited pro forma net income attributable to limited partners for the full year ended December 31, 2024, shows a loss of $(262) million, which is a negative financial outcome for the combined entity.
Capital raise
28 May 2025 9:29 PM
Acquisition Update
  • Sunoco has secured a $2.65 billion 364-day bridge term loan to fund the cash consideration for the Parkland Acquisition.
  • In connection with the Parkland Acquisition, Sunoco would issue $1 billion in preferred units.
  • Sunoco would issue $1.7 billion in aggregate principal amount of senior notes for the Parkland Acquisition.
  • SunocoCorp (a wholly-owned subsidiary of SunocoCorp) is expected to issue 51,442,494 common units to Parkland shareholders as part of the acquisition consideration.
Capital raise
28 May 2025 9:25 PM
Acquisition Update
  • Sunoco has secured a $2.65 billion 364-day bridge term loan to fund the proposed cash consideration for the Parkland Acquisition.
  • In connection with the Parkland Acquisition, Sunoco would issue $1 billion in preferred units.
  • In connection with the Parkland Acquisition, Sunoco would issue $1.7 billion aggregate principal amount of senior notes.
Worse than expected
28 May 2025 9:25 PM
Acquisition Update
  • The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2024, shows a net loss attributable to limited partners of $(262) million, which is a negative financial outcome for the combined entity on a pro forma basis.
  • The pro forma basic net income (loss) per limited partner unit for the year ended December 31, 2024, is also negative at $(1.40).
Worse than expected
8 May 2025 4:25 PM
Quarterly Report
  • Net income decreased compared to the same period last year, primarily due to increased operating expenses, depreciation, and interest expense.
Capital raise
8 May 2025 4:25 PM
Quarterly Report
  • Sunoco has secured a $2.65 billion 364-day bridge term loan for the proposed cash consideration of the Parkland acquisition.
  • The transaction is expected to be funded using cash on hand and amounts available under the Partnership's Credit Facility.
Capital raise
6 May 2025 8:50 AM
Merger Announcement
  • The $2.6 billion cash consideration is supported by a fully committed bridge facility.
  • Sunoco expects to permanently finance this through a combination of senior notes and preferred equity prior to close.
  • The transaction includes the creation of SUNCorp, a new publicly traded vehicle, to support growth and attract a new investor base.
Better than expected
6 May 2025 7:12 AM
Earnings Release
  • Adjusted EBITDA and Distributable Cash Flow were significantly higher than the same quarter last year.
Capital raise
5 May 2025 9:45 PM
Merger Announcement
  • Sunoco has secured debt financing commitments of $7.55 billion to fund the acquisition.
  • The transaction involves the issuance of new SUNCorp Units to Parkland shareholders.
Delay expected
5 May 2025 9:43 PM
Merger Announcement
  • The Effective Time does not occur on or prior to February 4, 2026, or such later date as may be agreed to in writing by the parties (the Outside Date ) (provided that the Outside Date may be extended by either party for 90 days following February 4, 2026 if certain required regulatory approvals have not yet been obtained).
Capital raise
5 May 2025 9:21 AM
Merger Announcement
  • Sunoco has secured a $2.65 billion 364-day bridge term loan for the proposed cash consideration.
  • The bridge loan is expected to be permanently financed through a combination of senior notes and a preferred equity offering prior to closing.
Capital raise
5 May 2025 8:36 AM
Merger Announcement
  • Sunoco has secured a $2.65 billion 364-day bridge term loan for the proposed cash consideration.
  • The bridge facility is expected to be permanently financed through a combination of senior notes and a preferred equity offering prior to closing.
Capital raise
20 March 2025 5:03 PM
Debt Offering Announcement
  • Sunoco LP is conducting a private offering of $1 billion in senior notes due 2033.
  • The offering was upsized from an initial $750 million.
  • The proceeds will be used to repay existing indebtedness.
Capital raise
20 March 2025 8:06 AM
Current Report on Form 8-K
  • Sunoco LP announced a private offering of $750 million in senior notes due 2033.
  • The company intends to use the net proceeds from the offering to repay indebtedness, including redeeming in full NuStar Logistics, L.P.'s 5.750% senior notes due 2025 and repaying a portion of the outstanding borrowings under Sunoco's revolving credit facility.
  • The Notes Offering is not conditioned on the consummation of the acquisition of the German and Polish terminalling assets.
Capital raise
14 February 2025 1:59 PM
Annual Results
  • The company has the ability to further incur additional debt under its Credit Facility and the indentures governing its senior notes.
  • The company may issue debt or equity securities prior to that time as it deems prudent to provide liquidity for new capital projects or other partnership purposes.
Better than expected
11 February 2025 7:21 AM
Earnings Release
  • The company's net income, Adjusted EBITDA, and Distributable Cash Flow all significantly increased compared to the previous year.
  • The company is targeting a distribution growth rate of at least 5% for 2025, indicating confidence in future performance.
  • The company anticipates strong Adjusted EBITDA growth in 2025.
Better than expected
27 January 2025 7:18 AM
Distribution Announcement
  • The company announced a 1.25% increase in the quarterly distribution, which is better than the previous quarter.
  • The company also announced a target of at least 5% distribution growth for 2025, which is a positive outlook for investors.
Worse than expected
7 November 2024 12:04 PM
Quarterly Report
  • The company's net income decreased significantly due to unfavorable inventory valuation adjustments and increased expenses, indicating worse than expected results.
Worse than expected
6 November 2024 8:04 AM
Quarterly Report
  • The net income decreased significantly from $272 million to $2 million year-over-year, indicating a substantial decline in profitability despite improvements in other areas.
Capital raise
8 August 2024 11:59 AM
Quarterly Report
  • Sunoco issued $1.5 billion in senior notes in April 2024 to fund the NuStar acquisition and related transactions.
  • The company may issue debt or equity securities prior to the end of 2024 as deemed prudent to provide liquidity for new capital projects or other partnership purposes.
Better than expected
8 August 2024 11:59 AM
Quarterly Report
  • The company's net income and adjusted EBITDA were significantly better than the same period last year due to the gain on the West Texas sale and the positive impact of acquisitions.
Better than expected
7 August 2024 7:36 AM
Quarterly Report
  • The company reported a record net income of $501 million, significantly higher than the $87 million reported in the same quarter last year.
  • Adjusted EBITDA, excluding transaction-related expenses, was $400 million, exceeding the $250 million reported in the same quarter last year.
  • Distributable Cash Flow, as adjusted, was $295 million, up from $175 million in the prior year's second quarter.
Capital raise
9 May 2024 11:56 AM
Quarterly Report
  • The Partnership issued $750 million of 7.000% senior notes due 2029 and $750 million of 7.250% senior notes due 2032 in a private offering on April 30, 2024.
  • The net proceeds from the offering were used to repay NuStar's debt, fund the redemption of NuStar's preferred units, and pay offering fees and expenses in connection with the merger.
Better than expected
9 May 2024 11:56 AM
Quarterly Report
  • Net income and Adjusted EBITDA both increased year-over-year, indicating better than expected financial performance.
  • The company's motor fuel sales volume increased by 9%, demonstrating strong operational performance.
Better than expected
8 May 2024 7:27 AM
Quarterly Report
  • The company reported a record first quarter net income of $230 million, significantly higher than the $141 million reported in the same period last year.
  • Adjusted EBITDA for the quarter was $242 million, up from $221 million in the first quarter of 2023.
  • The company increased its full-year Adjusted EBITDA guidance to $1.46 billion to $1.52 billion.
Capital raise
8 May 2024 7:27 AM
Quarterly Report
  • The company issued $1.5 billion in unsecured notes on April 30, 2024.
  • The proceeds from this offering will be used to fund the repayment of NuStar's credit and receivables facilities, and redeem NuStar's preferred equity and subordinated notes.
Better than expected
3 May 2024 4:45 PM
Merger Announcement
  • The acquisition is expected to be immediately accretive to distributable cash flow per LP unit, growing to greater than 10% accretion by the third year following close.
  • The company also expects to realize at least $150 million of expense and commercial synergies and at least $50 million per year of additional cash flow from refinancing activity.
Capital raise
30 April 2024 4:47 PM
Debt Offering Announcement
  • Sunoco LP completed a private offering of $1.5 billion in senior notes.
  • The offering included $750 million in 7.000% Senior Notes due 2029 and $750 million in 7.250% Senior Notes due 2032.
  • Net proceeds were approximately $1.485 billion after deducting discounts and commissions.
  • The funds will be used to repay NuStar Energy debt, redeem NuStar's preferred units, and cover offering expenses related to the merger.
Capital raise
30 April 2024 4:45 PM
Debt Offering Announcement
  • Sunoco LP completed a private offering of $1.5 billion in senior notes.
  • The net proceeds will be used to repay NuStar's debt, redeem NuStar's preferred units, and cover offering expenses.
Capital raise
16 April 2024 7:06 PM
Debt Offering Announcement
  • Sunoco LP has priced a private offering of $1.5 billion in senior notes.
  • The offering includes $750 million of 7.000% senior notes due 2029 and $750 million of 7.250% senior notes due 2032.
  • The proceeds will be used to refinance debt and redeem preferred units of NuStar Energy in connection with the pending merger.
Capital raise
16 April 2024 6:59 PM
Debt Offering Announcement
  • Sunoco has priced a private offering of $1.5 billion in senior notes.
  • The offering is split into $750 million of 7.000% notes due 2029 and $750 million of 7.250% notes due 2032.
  • The proceeds will be used to refinance NuStar's debt and preferred units, and to fund the merger.
Capital raise
16 April 2024 8:36 AM
Current Report on Form 8-K
  • Sunoco is conducting a private offering of $1.5 billion in senior notes due 2029 and 2032.
  • The proceeds will be used to repay NuStar Energy's debt, fund the redemption of NuStar's preferred units, and pay offering fees and expenses related to the pending merger.
  • The offering is not contingent on the completion of the NuStar Merger.
Capital raise
16 April 2024 8:34 AM
Debt Offering Announcement
  • Sunoco is conducting a private offering of $1.5 billion in senior notes.
  • The notes are split into $750 million due in 2029 and $750 million due in 2032.
Capital raise
16 February 2024 12:21 PM
Partnership Agreement Details
  • The partnership agreement authorizes the issuance of an unlimited number of additional partnership interests without unitholder approval.
  • The document mentions that the partnership may fund acquisitions through the issuance of additional common units or other partnership interests.
Worse than expected
14 February 2024 9:43 AM
Quarterly Report
  • The company reported a net loss for the fourth quarter of 2023, compared to a net income in the same period of 2022.
  • The company's net income for the full year 2023 decreased compared to 2022.
Capital raise
22 January 2024 5:26 PM
Merger Announcement
  • Sunoco has secured a $1.6 billion 364-day bridge term loan to refinance NuStar's existing debt.
  • The transaction is an all-equity deal, with NuStar unitholders receiving Sunoco units.

Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.