Sunoco LP Announces Early Tender Results of Tender Oer of its
4.875% Senior Notes due 2023
DALLAS, Nov. 24, 2020 /PRNewswire/ -- Sunoco LP (NYSE: SUN) ("Sunoco") today announced the early tender
results for its previously announced cash tender oer (the "Oer") for any and all of its outstanding 4.875% Senior
Notes due 2023 (the "Notes"). The terms and conditions of the Oer are set forth in the Oer to Purchase, dated
November 9, 2020, as amended to "upsize" the Oer and remove the tender cap (as the same may be further
amended or supplemented, the "Oer to Purchase"). The Oer will expire at 11:59 p.m., New York City time, on
December 8, 2020, unless extended or earlier terminated by Sunoco.
As of 5:00 p.m., New York City time, on November 23, 2020 (such time and date, the "Early Tender Deadline"),
according to information provided by D.F. King & Co., Inc., the tender and information agent for the Oer, the
aggregate principal amount of the Notes set forth in the table below under "Principal Amount Tendered at Early
Tender Deadline" had been validly tendered and not validly withdrawn in the Oer. Withdrawal rights for the
Notes expired at 5:00 p.m., New York City Time, on November 23, 2020.
Title of Security CUSIP Numbers
Principal Amount
Early Tender
Payment (per $1,000)
Principal Amount Tendered as of
Early Tender Deadline
4.875% Senior
Notes due 2023
86765LAH0 /
U86759AE4 /
$1,000,000,000 $30 $563,593,000
The Total Consideration (as dened in the Oer to Purchase) for each $1,000 principal amount of Notes tendered
and not validly withdrawn at or prior to the Early Tender Deadline and accepted for purchase pursuant to the
Oer is $1,017.50. The Total Consideration includes the Early Tender Payment.
Only holders of Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender
Deadline are eligible to receive the Total Consideration for the Notes accepted for purchase. In addition, holders
whose Notes are purchased in the Oer will receive accrued and unpaid interest from the most recent interest
payment date for the Notes to, but not including, the payment date.
It is anticipated that the payment date for the Notes validly tendered and accepted for purchase at or prior to the
Early Tender Deadline will be November 24, 2020, subject to change without notice.
Sunoco's obligation to accept for purchase and to pay for the Notes validly tendered and not validly withdrawn
pursuant to the Oer is subject to the satisfaction or waiver, in Sunoco's discretion, of certain conditions, which
are more fully described in the Oer to Purchase. The complete terms and conditions of the Oer are set forth in
the Oer to Purchase. Holders of the Notes are urged to read the Oer to Purchase carefully.
Credit Suisse Securities (USA) LLC and Barclays Capital Inc. are acting as lead dealer managers for the Oer. The
tender agent and information agent for the Oer is D.F. King & Co., Inc. Questions regarding the Oer may be
directed to Credit Suisse Securities (USA) LLC at (800) 820-1653 (Toll-free) or (212) 538-2417 or Barclays Capital Inc.
at (800) 438-3242 (Toll-free) or (212) 528-7581. Holders who would like additional copies of the oer documents
may call the information agent, D.F. King & Co., Inc. at (866) 796-6867 (Toll-Free) or (212) 269-5550, by email at
This press release is for informational purposes only and does not constitute a notice of redemption under the
optional redemption provisions of the indenture governing the 2023 notes, nor does it constitute an oer to sell,
or a solicitation of an oer to buy any security, including the debt securities oered in the debt nancing (the
"new notes"), nor does it constitute a solicitation for an oer to purchase any security, including the new notes or
the 2023 notes. The Oer is being made solely by means of the Oer to Purchase, which sets forth the complete
terms and conditions of the Oer. The Oer is not being made to holders of 2023 notes in any jurisdiction in
which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of
such jurisdiction.
About Sunoco LP
Sunoco LPis a master limited partnership with core operations that include the distribution of motor fuel to
approximately 10,000 convenience stores, independent dealers, commercial customers and distributors located
in more than 30 states as well as rened product transportation and terminalling assets. SUN's general partner is
owned by Energy Transfer Operating, L.P., a wholly owned subsidiary of Energy Transfer LP (NYSE: ET).
Forward-Looking Statements
This news release may include certain statements concerning expectations for the future that are forward-looking
statements as dened by federal law, including without limitation statements regarding the Oer and the
concurrent debt nancing. Such forward-looking statements are subject to a variety of known and unknown risks,
uncertainties, and other factors that are dicult to predict and many of which are beyond management's control.
An extensive list of factors that can aect future results are discussed in Sunoco's Annual Report on Form 10-K
and other documents led from time to time with the Securities and Exchange Commission. In addition to the
risks and uncertainties previously disclosed, Sunoco has also been, or may in the future be, impacted by new or
heightened risks related to the COVID-19 pandemic and the recent decline in commodity prices, and cannot
predict the length and ultimate impact of those risks. Sunoco undertakes no obligation to update or revise any
forward-looking statement to reect new information or events.
The information contained in this press release is available on our website at
Scott Grischow, Vice President – Investor Relations and Treasury
(214) 840-5660,
Derek Rabe, CFA, Manager – Investor Relations, Strategy and Growth
(214) 840-5553,
Alexis Daniel, Manager – Communications
(214) 981-0739,
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