Basisstatistiken
| LEI | 54930001NJU8E40NQ561 |
| CIK | 1552275 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Sunoco LP - Limited Partnership
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
| May 7, 2026 |
List of Guarantor and Issuer Subsidiaries Exhibit 22.1 List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 5.875% senior notes due 2028, the 7.000% senior notes due 2028, the 4.500% senior notes due 2029 and the 4.500% senior notes due 2030, each issued by Sunoco LP and Sunoco Finance Corp. (senior notes enumerated in clause (i) collectively, the “Legacy SUN Notes”), (ii) the 3 |
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| May 7, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant as specified in i |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 May 5, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 5, 2026 |
Sunoco LP and SunocoCorp LLC Report Strong First Quarter 2026 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP and SunocoCorp LLC Report Strong First Quarter 2026 Financial and Operating Results •Reports strong first quarter results, including net income of $644 million, Adjusted EBITDA(1) of $867 million, excluding one-time transaction-related expenses(2), and Distributable Cash Flow, as adjusted(1), of $535 million •Increases quarterly distribution by 6.25%. The first |
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| April 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 April 21, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 21, 2026 |
Sunoco LP and SunocoCorp LLC Announce a 6.25% Increase in Quarterly Distributions Exhibit 99.1 News Release Sunoco LP and SunocoCorp LLC Announce a 6.25% Increase in Quarterly Distributions DALLAS, April 21, 2026 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) and SunocoCorp LLC (NYSE: SUNC) (“SUNC”) announced a quarterly distribution of $0.9899 per common unit, or $3.9596 on an annualized basis, for the quarter ended March 31, 2026. This represents an increase of approxim |
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| March 9, 2026 |
EX-4.1 Exhibit 4.1 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 5.375% SENIOR NOTES DUE 2031 5.625% SENIOR NOTES DUE 2034 INDENTURE Dated as of March 9, 2026 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 12 Section 1.03 Rules of Construction 13 ARTI |
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| March 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 9, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 26, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 27, 2026 |
Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes EX-99.1 Exhibit 99.1 Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes DALLAS, February 26, 2026 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) today announced that it has priced at 100% a private offering (the “offering”) of 5.375% senior notes due 2031 in an aggregate principal amount of $600 million (the “2031 notes”) and 5.625% senior notes due 2034 in an aggrega |
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| February 26, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 26, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| February 26, 2026 |
Sunoco LP Announces Private Offering of Senior Notes EX-99.1 Exhibit 99.1 Sunoco LP Announces Private Offering of Senior Notes DALLAS, February 26, 2026 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) today announced a private offering (the “offering”) of senior notes due 2031 in an aggregate principal amount of $500 million (the “2031 notes”) and senior notes due 2034 in an aggregate principal amount of $500 million (the “2034 notes”, and c |
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| February 26, 2026 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco LP (“Sunoco” or the “Partnership”) reflects the pro forma impacts of the Parkland Acquisition (defined below) which closed on October 31, 2025. Unless otherwise noted, the pro forma financial statement and the notes thereto are presented in United States Dollar, |
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| February 19, 2026 |
AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Exhibit 10.39 Execution Version AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 5 to Third Amended and Restated Credit Agreement, dated as of October 30, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, the LC Issuers (as define |
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| February 19, 2026 |
Exhibit 99.1 ET-S Permian Holdings Company LP Consolidated Financial Statements As of December 31, 2025 and 2024 and for the Year Ended December 31, 2025 and for the Six Months Ended December 31, 2024 ET-S Permian Holdings Company LP Table of Contents Page Report of Independent Certified Public Accountants 1 Consolidated Balance Sheets as of December 31, 2025 and 2024 3 Consolidated Statements of |
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| February 19, 2026 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF COMMON UNITS The following description of our common units is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to our Second Amended and Restated Certificate of Limited Partnership (the “certificate |
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| February 19, 2026 |
Exhibit 4.25 SUNOCO LP FIRST SUPPLEMENTAL INDENTURE 3.875% Senior Notes due 2026 6.000% Senior Notes due 2028 4.375% Senior Notes due 2029 This First Supplemental Indenture (this “Supplemental Indenture”), dated as of December 12, 2025, is among Sunoco LP, a Delaware limited partnership (the “Issuer”), the Guarantors (as defined in the Indenture referred to herein), U.S. Bank Trust Company, Nation |
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| February 19, 2026 |
List of Subsidiaries as of December 31, 2025 Exhibit 21.1 List of Subsidiaries as of December 31, 2025 (1),(2) Entity Name Percentage of Voting Securities Owned Directly or Indirectly by Registrant State or Other Jurisdiction of Organization or Formation Aloha Petroleum LLC 100 Delaware Aloha Petroleum, Ltd. 100 Hawaii Cal’s Convenience, Inc. 100 Texas Eco-Products Manufacturing of Puerto Rico Inc. 100 Puerto Rico ET-S Permian Holdings Compa |
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| February 19, 2026 |
List of Guarantor and Issuer Subsidiaries Exhibit 22.1 List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 6.000% senior notes due 2027, the 5.875% senior notes due 2028, the 7.000% senior notes due 2028, the 4.500% senior notes due 2029 and the 4.500% senior notes due 2030, each issued by Sunoco LP and Sunoco Finance Corp. (senior notes enumerated in clause (i) collectively, t |
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| February 19, 2026 |
AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT Exhibit 10.40 Execution Version AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 6 to Third Amended and Restated Credit Agreement, dated as of November 25, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, BANK OF AMERICA, N.A., a |
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| February 19, 2026 |
DELEGATION AGREEMENT AMONG ENERGY TRANSFER LP SUNOCO GP LLC AND SUNOCOCORP LLC Exhibit 10.42 Execution Version DELEGATION AGREEMENT AMONG ENERGY TRANSFER LP SUNOCO GP LLC AND SUNOCOCORP LLC This Delegation Agreement (the “Agreement”) dated October 27, 2025 (the “Effective Date”), is by and among Energy Transfer LP, a Delaware limited partnership (the “Sole Member”), Sunoco GP LLC, a Delaware limited liability company (the “General Partner”), and SunocoCorp LLC, a Delaware li |
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| February 19, 2026 |
Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 February 17, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 17, 2026 |
Exhibit 99.1 News Release Sunoco LP and SunocoCorp LLC Report Solid Fourth Quarter and Full-Year 2025 Financial and Operating Results •Reports solid fourth quarter results, including net income of $97 million, Adjusted EBITDA(1) of $706 million excluding one-time transaction-related expenses(2), and Distributable Cash Flow, as adjusted(1), of $442 million •Completes the acquisition of Parkland Cor |
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| January 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 January 16, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 16, 2026 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco LP (“Sunoco” or the “Partnership”) reflects the pro forma impacts of multiple transactions, each of which is described in the following sections. |
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| January 16, 2026 |
Parkland Corporation Interim Condensed Consolidated Financial Statements (Unaudited) For the three and nine months ended September 30, 2025 Parkland Corporation Consolidated Balance Sheets (Unaudited) ($ millions) Note September 30, 2025 December 31, 2024 Assets Current assets Cash and cash equivalents 406 385 Accounts receivable 1,580 1,510 Inventories 1,699 1,511 Income taxes receivable 38 69 Ri |
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| January 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 6, 2026 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-356536 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| January 6, 2026 |
Sunoco LP Announces 2026 Guidance EX-99.1 Exhibit 99.1 Sunoco LP Announces 2026 Guidance DALLAS, January 6, 2026 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) today announced its 2026 guidance. Sunoco’s 2026 Guidance • Full-year 2026 Adjusted EBITDA(1)(2) to be in the range of $3.1 billion to $3.3 billion, which includes the following assumptions: • Total Parkland synergies of approximately $125 million • Planned 50-day |
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| November 10, 2025 |
EX-4.3 Exhibit 4.3 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), and COMPUTERSHARE TRUST COMPANY OF CANADA, as trustee under the Indenture referred to below (the |
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| November 10, 2025 |
EX-4.16 Exhibit 4.16 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the “U.S. Trus |
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| November 10, 2025 |
EX-4.7 Exhibit 4.7 Execution Version TRUST INDENTURE DATED AS OF THE 16th DAY OF JUNE, 2021 BETWEEN PARKLAND CORPORATION, AS ISSUER AND COMPUTERSHARE TRUST COMPANY OF CANADA, AS TRUSTEE PROVIDING FOR THE ISSUE OF 3.875% SENIOR NOTES DUE 2026 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Meaning of “Outstanding” 37 1.3 Interpretation 37 1.4 Headings, Etc. 37 1.5 Statute Referen |
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| November 10, 2025 |
EX-4.18 Exhibit 4.18 PARKLAND CORPORATION 6.625% Senior Notes due 2032 INDENTURE Dated as of August 16, 2024 COMPUTERSHARE TRUST COMPANY, N.A., as U.S. Trustee and COMPUTERSHARE TRUST COMPANY OF CANADA, as Canadian Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 37 Section 1.3 Rules of Construction 38 Sec |
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| November 10, 2025 |
EX-4.21 Exhibit 4.21 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 3.875% SENIOR NOTES DUE 2026 6.000% SENIOR NOTES DUE 2028 4.375% SENIOR NOTES DUE 2029 INDENTURE Dated as of November 7, 2025 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as U.S. Trustee and COMPUTERSHARE TRUST COMPANY OF CANADA, as Canadian Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE S |
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| November 10, 2025 |
EX-4.11 Exhibit 4.11 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION (F/K/A PARKLAND FUEL CORPORATION), a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the |
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| November 10, 2025 |
EX-4.5 Exhibit 4.5 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), and COMPUTERSHARE TRUST COMPANY OF CANADA, as trustee under the Indenture referred to below (the “Trustee” |
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| November 10, 2025 |
EX-99.1 Exhibit 99.1 Sunoco LP Announces Expiration and Final Results of Private Exchange Offers and Consent Solicitations for Outstanding Notes of Parkland Corporation DALLAS, November 5, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced the expiration and final results of its previously announced private exchange offers of outstanding Canadian dollar denominated notes (collectively, “PKI C |
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| November 10, 2025 |
EX-4.20 Exhibit 4.20 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the |
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| November 10, 2025 |
EX-4.12 Exhibit 4.12 PARKLAND CORPORATION 4.500% Senior Notes due 2029 INDENTURE Dated as of April 13, 2021 COMPUTERSHARE TRUST COMPANY, N.A., as U.S. Trustee and COMPUTERSHARE TRUST COMPANY OF CANADA, as Canadian Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 33 Section 1.3 Rules of Construction 35 Sect |
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| November 10, 2025 |
EX-4.13 Exhibit 4.13 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the “U.S. Trus |
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| November 10, 2025 |
EX-4.15 Exhibit 4.15 PARKLAND CORPORATION 4.625% Senior Notes due 2030 INDENTURE Dated as of November 23, 2021 COMPUTERSHARE TRUST COMPANY, N.A., as U.S. Trustee and COMPUTERSHARE TRUST COMPANY OF CANADA, as Canadian Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 34 Section 1.3 Rules of Construction 35 S |
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| November 10, 2025 |
EX-4.2 Exhibit 4.2 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), and COMPUTERSHARE TRUST COMPANY OF CANADA, as trustee under the Indenture referred to below (the “Trustee” |
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| November 10, 2025 |
EX-4.14 Exhibit 4.14 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the |
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| November 10, 2025 |
EX-4.17 Exhibit 4.17 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the |
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| November 10, 2025 |
EX-4.22 Exhibit 4.22 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 5.875% SENIOR NOTES DUE 2027 4.500% SENIOR NOTES DUE 2029 4.625% SENIOR NOTES DUE 2030 6.625% SENIOR NOTES DUE 2032 INDENTURE Dated as of November 7, 2025 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 |
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| November 10, 2025 |
EX-4.6 Exhibit 4.6 This SECOND SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), and COMPUTERSHARE TRUST COMPANY OF CANADA, as trustee under the Indenture referred to below (the |
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| November 10, 2025 |
EX-4.9 Exhibit 4.9 PARKLAND FUEL CORPORATION 5.875% Senior Notes due 2027 INDENTURE Dated as of July 10, 2019 COMPUTERSHARE TRUST COMPANY, N.A., as U.S. Trustee and COMPUTERSHARE TRUST COMPANY OF CANADA, as Canadian Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 32 Section 1.3 Rules of Construction 33 Se |
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| November 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 5, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| November 10, 2025 |
EX-4.8 Exhibit 4.8 This SUPPLEMENTAL INDENTURE, dated as of November 7, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), and COMPUTERSHARE TRUST COMPANY OF CANADA, as trustee under the Indenture referred to below (the “Trust |
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| November 10, 2025 |
EX-4.19 Exhibit 4.19 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION, a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture referred to below (the “U.S. Trus |
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| November 10, 2025 |
EX-4.4 Exhibit 4.4 Execution Version TRUST INDENTURE DATED AS OF THE 25th DAY OF MARCH, 2021 BETWEEN PARKLAND CORPORATION, AS ISSUER AND COMPUTERSHARE TRUST COMPANY OF CANADA, AS TRUSTEE PROVIDING FOR THE ISSUE OF 4.375% SENIOR NOTES DUE 2029 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Meaning of “Outstanding” 36 1.3 Interpretation 36 1.4 Headings, Etc. 37 1.5 Statute Refere |
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| November 10, 2025 |
EX-4.1 Exhibit 4.1 Execution Version TRUST INDENTURE DATED AS OF THE 23th DAY OF JUNE, 2020 BETWEEN PARKLAND CORPORATION, AS ISSUER AND COMPUTERSHARE TRUST COMPANY OF CANADA, AS TRUSTEE PROVIDING FOR THE ISSUE OF 6.00% SENIOR NOTES DUE 2028 TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Meaning of “Outstanding” 34 1.3 Interpretation 34 1.4 Headings, Etc. 35 1.5 Statute Referenc |
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| November 10, 2025 |
EX-4.10 Exhibit 4.10 This SUPPLEMENTAL INDENTURE, dated as of June 20, 2025 (this “Supplemental Indenture”), is among PARKLAND CORPORATION (F/K/A PARKLAND FUEL CORPORATION), a corporation amalgamated under the laws of the Province of Alberta (the “Issuer”), each of the GUARANTORS (as defined in the Indenture referred to below), COMPUTERSHARE TRUST COMPANY, N.A., as U.S. trustee under the Indenture |
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| November 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant as specified |
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| November 6, 2025 |
List of Guarantor and Issuer Subsidiaries List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 6. |
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| November 5, 2025 |
Sunoco LP Reports Third Quarter 2025 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports Third Quarter 2025 Financial and Operating Results •Reports third quarter results, including net income of $137 million, Adjusted EBITDA(1), excluding one-time transaction-related expenses(2), of $496 million and Distributable Cash Flow, as adjusted(1), of $326 million •Increases quarterly distribution by 1.25%; on track to meet distribution growth targe |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 November 5, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 31, 2025 SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 3, 2025 |
SUNOCO LP Investor Presentation November 2025 EX-99.2 Exhibit 99.2 SUNOCO LP Investor Presentation November 2025 Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address future b |
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| November 3, 2025 |
EX-3.1 Exhibit 3.1 AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SUNOCO LP October 31, 2025 This Amendment No. 1 (this “Amendment No. 1”) to the Third Amended and Restated Agreement of Limited Partnership of Sunoco LP (the “Partnership”), dated as of September 18, 2025 (as previously amended, the “Partnership Agreement”) is hereby adopted effective, as of Octobe |
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| November 3, 2025 |
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT SUNOCO GP LLC EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SUNOCO GP LLC TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Construction 4 ARTICLE II ORGANIZATION 4 Section 2.1 Formation 4 Section 2.2 Name 5 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 5 Section 2.4 Purpose and Business 5 Section 2.5 Powers |
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| November 3, 2025 |
OMNIBUS AGREEMENT SUNOCO LP SUNOCOCORP LLC EX-10.1 Exhibit 10.1 OMNIBUS AGREEMENT between SUNOCO LP and SUNOCOCORP LLC This OMNIBUS AGREEMENT (“Agreement”) is entered into on, and effective as of, the Closing Date (as defined herein) by and between Sunoco LP, a Delaware limited partnership (“Sunoco”), and SunocoCorp LLC, a Delaware limited liability company (“SunocoCorp”). The above-named entities are sometimes referred to in this Agreemen |
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| November 3, 2025 |
EX-2.3 Exhibit 2.3 SECOND AMENDING AGREEMENT THIS SECOND AMENDING AGREEMENT (this “Second Amendment”) is dated as of October 10, 2025, among SUNOCO LP, a Delaware limited partnership (“Sunoco”); and 2709716 ALBERTA ULC (formerly, 2709716 ALBERTA LTD.), an Alberta unlimited liability corporation (the “Purchaser”); and SunocoCorp LLC (formerly, NUSTAR GP HOLDINGS, LLC), a Delaware limited liability |
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| November 3, 2025 |
EX-99.1 Exhibit 99.1 Sunoco LP and SunocoCorp LLC Announce Completion of Acquisition of Parkland Corporation and Start Date for Trading in SunocoCorp LLC Common Units; Publication of Updated Investor Presentation DALLAS, November 3, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”), and SunocoCorp LLC (NYSE: SUNC) (“SunocoCorp”) announced today that Sunoco completed the acquisition of P |
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| October 27, 2025 |
EX-99.1 Exhibit 99.1 Sunoco LP Announces Expected Closing Date for Acquisition of Parkland Corporation and NYSE Listing Information for SunocoCorp LLC (“SUNC”) DALLAS, October 27, 2025—Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) announced today that the previously announced proposed acquisition of Parkland Corporation (TSX: PKI) (“Parkland”) by Sunoco (the “Transaction”) is expected to c |
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| October 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 27, 2025 SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 21, 2025 |
EX-99.1 Exhibit 99.1 Sunoco LP Announces Results of Early Participation in Private Exchange Offers and Consent Solicitations for Outstanding Notes of Parkland Corporation and Extension of the Early Participation Exchange Consideration DALLAS, October 21, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced that as of 5:00 p.m., New York City time, on October 20, 2025 (the “Early Participation D |
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| October 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 21, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| October 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 October 20, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 20, 2025 |
Exhibit 99.1 News Release Sunoco LP Announces a 1.25% Increase in Quarterly Distribution and Continues to Target 2025 Distribution Growth Rate of At Least 5% DALLAS, October 20, 2025 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) announced that the Board of Directors of SUN’s general partner declared a distribution of $0.9202 per common unit, or $3.6808 on an annualized basis, for the quarte |
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| October 14, 2025 |
Sunoco LP and Parkland Corporation Receive Investment Canada Act Approval EX-99.1 Exhibit 99.1 Sunoco LP and Parkland Corporation Receive Investment Canada Act Approval DALLAS, October 14, 2025 — Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) and Parkland Corporation (TSX: PKI) (“Parkland”) today announced that the Government of Canada has approved the previously announced proposed acquisition of Parkland by Sunoco (the “Transaction”), in accordance with the term |
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| October 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 14, 2025 SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| October 6, 2025 |
EX-99.1 Exhibit 99.1 Sunoco LP Announces Commencement of Private Exchange Offers and Consent Solicitations for Outstanding Notes of Parkland Corporation DALLAS, October 6, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced the commencement of private offers by Sunoco to all Eligible Holders (as defined below) to exchange (each an “Exchange Offer” and collectively, the “Exchange Offers”) Canad |
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| October 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 6, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| October 6, 2025 |
AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 4 to Third Amended and Restated Credit Agreement, dated as of October 3, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, the Lenders (as def |
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| September 22, 2025 |
Sunoco LP and Parkland Corporation Announce Expiration of Hart-Scott-Rodino Act Waiting Period EX-99.1 Exhibit 99.1 Sunoco LP and Parkland Corporation Announce Expiration of Hart-Scott-Rodino Act Waiting Period DALLAS, September 22, 2025 - Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) and Parkland Corporation (TSX: PKI) (“Parkland”) today announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”), in connection with |
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| September 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 19, 2025 SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| September 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 18, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number |
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| September 18, 2025 |
EX-4.1 Exhibit 4.1 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 5.625% SENIOR NOTES DUE 2031 5.875% SENIOR NOTES DUE 2034 INDENTURE Dated as of September 18, 2025 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 12 Section 1.03 Rules of Construction 13 |
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| September 18, 2025 |
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP SUNOCO LP EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SUNOCO LP TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 2 Section 1.2 Construction 28 ARTICLE II ORGANIZATION Section 2.1 Formation 28 Section 2.2 Name 28 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 28 Section 2.4 Purpose and Business 29 Section 2.5 Powers 29 Sec |
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| September 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 4, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| September 5, 2025 |
Sunoco LP Announces Pricing of Upsized Preferred Equity Offering EX-99.2 Exhibit 99.2 Sunoco LP Announces Pricing of Upsized Preferred Equity Offering DALLAS, September 4, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced the pricing of a private offering (this “offering”) of 1.5 million of its 7.875% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units (the “Series A Preferred Units”) at an offering price of $1,000 per unit. Sunoco w |
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| September 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 4, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| September 5, 2025 |
Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes EX-99.1 Exhibit 99.1 Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes DALLAS, September 4, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced that it has priced at 100% a private offering (this “offering”) of 5.625% senior notes due 2031 in an aggregate principal amount of $1 billion (the “2031 notes”) and 5.875% senior notes due 2034 in an aggregate principal amount of |
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| September 4, 2025 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION EX-99.5 Exhibit 99.5 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco LP (“Sunoco” or the “Partnership”) reflects the pro forma impacts of multiple transactions, each of which is described in the following sections. The NuStar Acquisition and West Texas Asset Sale (both defined below) were completed in the second quarter of 2024 a |
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| September 4, 2025 |
Report of Independent Auditors EX-99.3 Exhibit 99.3 Parkland Corporation Consolidated Financial Statements For the year ended December 31, 2024 Report of Independent Auditors To the Board of Directors of Parkland Corporation Opinion We have audited the accompanying consolidated financial statements of Parkland Corporation and its subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 202 |
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| September 4, 2025 |
Sunoco LP Announces Preferred Equity Offering EX-99.2 Exhibit 99.2 Sunoco LP Announces Preferred Equity Offering DALLAS, September 4, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced the launch of a private offering (this “offering”) of 1,000,000 of its Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units (the “Series A Preferred Units”). Sunoco intends to use the net proceeds from this offering (i) on the closing |
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| September 4, 2025 |
EX-99.4 Exhibit 99.4 Parkland Corporation Interim Condensed Consolidated Financial Statements (Unaudited) For the three and six months ended June 30, 2025 Parkland Corporation Consolidated Balance Sheets (Unaudited) ($ millions) Note June 30, 2025 December 31, 2024 Assets Current assets Cash and cash equivalents 439 385 Accounts receivable 1,507 1,510 Inventories 1,442 1,511 Income taxes receivabl |
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| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 4, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) |
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| September 4, 2025 |
Sunoco LP Announces Private Offering of Senior Notes EX-99.1 Exhibit 99.1 Sunoco LP Announces Private Offering of Senior Notes DALLAS, September 4, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced a private offering (this “offering”) of senior notes due 2031 in an aggregate principal amount of $850 million (the “2031 notes”) and senior notes due 2034 in an aggregate principal amount of $850 million (the “2034 notes,” and collectively with the |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 8, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| August 8, 2025 |
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 3 to Third Amended and Restated Credit Agreement, dated as of August 8, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, the Lenders (as defi |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant as specified in it |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 August 6, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 6, 2025 |
Sunoco LP Reports Second Quarter 2025 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports Second Quarter 2025 Financial and Operating Results •Reports second quarter results, including net income of $86 million, Adjusted EBITDA(1), excluding one-time transaction-related expenses(2), of $464 million and Distributable Cash Flow, as adjusted(1), of $300 million •Increases quarterly distribution by 1.25%; on track to meet distribution growth targ |
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| July 24, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 July 24, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 24, 2025 |
Exhibit 99.1 News Release Sunoco LP Announces a 1.25% Increase in Quarterly Distribution and Continues to Target 2025 Distribution Growth Rate of At Least 5% DALLAS, July 24, 2025 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) announced that the Board of Directors of SUN’s general partner declared a distribution of $0.9088 per common unit, or $3.6352 on an annualized basis, for the quarter e |
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| June 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 17, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I. |
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| June 23, 2025 |
Exhibit 10.1 AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 2 to Third Amended and Restated Credit Agreement, dated as of June 17, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, the Lenders (as defined below) and the LC Issue |
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| May 29, 2025 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco LP (“Sunoco” or the “Partnership”) reflects the pro forma impacts of multiple transactions, each of which is described in the following sections. The NuStar Acquisition and West Texas Asset Sale (both defined below) were completed in the second quarter of 2024 and the P |
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| May 29, 2025 |
Exhibit 2.1 FIRST AMENDING AGREEMENT THIS FIRST AMENDING AGREEMENT (this “Amendment”) is made as of May 26, 2025, among SUNOCO LP, a Delaware limited partnership (“Sunoco”); and 2709716 ALBERTA LTD., an Alberta corporation (the “Purchaser”); and NUSTAR GP HOLDINGS, LLC, a Delaware limited liability company (“Purchaser Holdco” and together with the Purchaser and Sunoco, the “Purchaser Parties”); an |
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| May 29, 2025 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 26, 2025 Sunoco LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) I.R |
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| May 29, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 26, 2025 Sunoco LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) |
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| May 29, 2025 |
Filed by Sunoco LP pursuant to Rule 425 under the Securities Act of 1933, as amended. |
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| May 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 27, 2025 Sunoco LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) I.R |
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| May 20, 2025 |
Exhibit 10.1 Execution Version AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of May 16, 2025 (this “Amendment”), is entered into by SUNOCO LP, a Delaware limited partnership (the “Borrower”), the Guarantors (as defined in the Credit Agreement referenced below) party hereto, the Lenders (as defined below) |
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| May 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2025 Sunoco LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation) (Commission File Number) I.R |
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| May 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant as specified in i |
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| May 8, 2025 |
List of Guarantor and Issuer Subsidiaries List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 6. |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 May 6, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 6, 2025 |
Exhibit 2.1 Execution Version Dated May 4, 2025 NUSTAR GP HOLDINGS, LLC and 2709716 ALBERTA LTD. and SUNOCO LP and PARKLAND CORPORATION ARRANGEMENT AGREEMENT TABLE OF CONTENTS ARTICLE 1 INTERPRETATION 1 1.1 Definitions 1 1.2 Gender and Number 23 1.3 Certain Phrases and Calculation of Time 23 1.4 Other Terms 23 1.5 Headings, etc. 24 1.6 Currency 24 1.7 Knowledge 24 1.8 Statutory References 24 1.9 T |
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| May 6, 2025 |
Sunoco LP Reports First Quarter 2025 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports First Quarter 2025 Financial and Operating Results •Reports solid first quarter results including net income of $207 million, Adjusted EBITDA(1) of $458 million and Distributable Cash Flow, as adjusted(1), of $310 million •Announces a series of definitive agreements to: ◦Acquire Parkland Corporation in a cash and equity transaction valued at $9.1 billion |
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| May 6, 2025 |
Filed by Sunoco LP pursuant to Rule 425 under the Securities Act of 1933, as amended. |
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| May 6, 2025 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2025 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| May 6, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2025 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2025 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| May 5, 2025 |
Exhibit 99.1 Sunoco LP to Acquire Parkland Corporation in Transaction Valued at $9.1 Billion DALLAS, May 5, 2025 - Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) and Parkland Corporation (TSX: PKI) (“Parkland”) announced today that the parties have entered into a definitive agreement whereby Sunoco will acquire all outstanding shares of Parkland in a cash and equity transaction valued at ap |
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| May 5, 2025 |
Exhibit 99.2 Forward-Looking Statements This communication contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended. In this context, forward-looking statements often address future business and financial events, |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2025 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 April 22, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 23, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 April 23, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 23, 2025 |
Exhibit 99.1 News Release Sunoco LP Announces a 1.25% Increase in Quarterly Distribution and Continues to Target 2025 Distribution Growth Rate of At Least 5% DALLAS, April 23, 2025 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) announced that the Board of Directors of SUN’s general partner declared a distribution of $0.8976 per common unit, or $3.5904 on an annualized basis, for the quarter |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 31, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| March 31, 2025 |
Exhibit 4.1 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 6.250% SENIOR NOTES DUE 2033 INDENTURE Dated as of March 31, 2025 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 12 Section 1.03 Rules of Construction 12 ARTICLE 2 THE NOTES Section 2.01 Form a |
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| March 20, 2025 |
Regulation FD Disclosure, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 20, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| March 20, 2025 |
Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes Exhibit 99.1 Sunoco LP Announces Pricing of Upsized Private Offering of Senior Notes DALLAS, March 20, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) today announced that it has priced at 100% a private offering (the “offering”) of 6.250% senior notes due 2033 in an aggregate principal amount of $1 billion (the “notes”). This offering was upsized from an initial offering size of $750 |
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| March 20, 2025 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco reflects the pro forma impacts of multiple transactions, each of which is described in the following sections. The NuStar Merger and West Texas Asset Sale (both of which terms are defined below) were completed in the second quarter of 2024. NuStar Merger. On May 3, 2024 |
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| March 20, 2025 |
Sunoco LP Announces Private Offering of Senior Notes Exhibit 99.1 Sunoco LP Announces Private Offering of Senior Notes DALLAS, March 20, 2025 – Sunoco LP (NYSE: SUN) (“Sunoco” or the “Partnership”) today announced a private offering (the “offering”) of senior notes due 2033 in an aggregate principal amount of $750 million (the “notes”). Sunoco intends to use the net proceeds from the offering to repay indebtedness, including by redeeming in full NuS |
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| March 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 20, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| February 14, 2025 |
Form of Cash Unit Award Agreement Under the Sunoco LP Long-Term Cash Restricted Unit Plan Cash Unit Award Granted Under Long-Term Cash Restricted Unit Plan Dear #ParticipantName#: We are extremely pleased to inform you that the Compensation Committee of the Board of Directors of Sunoco GP LLC (the “General Partner”), the general partner of Sunoco LP (“Sunoco”) has granted you an award of cash restricted units (the “Award”) under the Sunoco LP Long-Term Cash Restricted Unit Plan (“Cash Plan”). |
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| February 14, 2025 |
Sunoco LP Long-Term Cash Restricted Unit Plan SUNOCO LP LONG-TERM CASH RESTRICTED UNIT PLAN (Effective as of December 5, 2024) ARTICLE I Purpose of the Plan The Sunoco LP Long-term Cash Restricted Unit Plan (the “Plan”) has been adopted by Board of Directors (the “Board”) of Sunoco GP LLC (the “Company” or “General Partner”), the general partner of Sunoco LP (the “Partnership”) as of December 5, 2024. |
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| February 14, 2025 |
Sunoco LP Insider Trading Policy SUNOCO LP INSIDER TRADING POLICY Introduction Under the securities laws, “Insiders” are prohibited from purchasing or selling common units representing limited partner interests in Sunoco LP (the “Partnership”) and debt securities issued by the Partnership (the “Securities”) while in the possession of material nonpublic or “Insider” information. |
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| February 14, 2025 |
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SUNOCO LP TABLE OF CONTENTS Section 1. |
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| February 14, 2025 |
Exhibit 4.28 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF COMMON UNITS The following description of our common units is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to our Second Amended and Restated Certificate of Limited Partnership (the “certificate |
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| February 14, 2025 |
Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2025 |
List of Subsidiaries of the Registrant Exhibit 21.1 List of Subsidiaries 1.Aloha Petroleum LLC, a Delaware limited liability company 2.Aloha Petroleum, Ltd., a Hawaii corporation 3.Cal’s Convenience, Inc., a Texas corporation 4.Eco-Products Manufacturing of Puerto Rico Inc., a Puerto Rico corporation 5.ET-S Permian Holdings Company LP, a Texas limited partnership * 6.ET-S Permian Marketing Company LLC, a Texas limited liability company |
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| February 11, 2025 |
Sunoco LP Reports Fourth Quarter and Record Full Year 2024 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports Fourth Quarter and Record Full Year 2024 Financial and Operating Results •Delivers record full-year 2024 financial and operating results ◦Net income of $874 million ◦Adjusted EBITDA(1), excluding one-time transaction-related expenses(2), of $1.56 billion ◦Fuel volume of 8.6 billion gallons •Increases quarterly distribution, targeting a distribution growt |
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| February 11, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 February 11, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 27, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 January 27, 2025 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 27, 2025 |
and Targets 2025 Distribution Growth Rate of At Least 5% Exhibit 99.1 News Release Sunoco LP Announces Increase in Quarterly Distribution and Targets 2025 Distribution Growth Rate of At Least 5% •Increases quarterly distribution to $0.8865, a 1.25% increase over the previous quarter •Targets 2025 distribution growth rate of at least 5%; future increases will be announced quarterly •Represents the third consecutive increase in annual distribution growth |
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| December 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 December 9, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 13, 2024 |
SUN / Sunoco LP - Limited Partnership / ALPS ADVISORS INC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sunoco LP (Name of Issuer) Common Units (Title of Class of Securities) 86765K109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| November 8, 2024 |
Invesco Joint Filing Agreement JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) (l) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of the attached Schedule 13G, and any and all amendments thereto, and expressly authorize Invesco Ltd. |
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| November 8, 2024 |
SUN / Sunoco LP - Limited Partnership / Invesco Ltd. - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sunoco LP (Name of Issuer) Partnership Interest (Title of Class of Securities) 86765K109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi |
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| November 7, 2024 |
List of Guarantor and Issuer Subsidiaries List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 6. |
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| November 7, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of regist |
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| November 6, 2024 |
Sunoco LP Reports Third Quarter 2024 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports Third Quarter 2024 Financial and Operating Results DALLAS, November 6, 2024 - Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) today reported financial and operating results for the quarter ended September 30, 2024. Financial and Operational Highlights Net income for the third quarter of 2024 was $2 million compared to net income of $272 million in the |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 November 6, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 28, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 October 28, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 28, 2024 |
Sunoco LP Maintains Quarterly Distribution Exhibit 99.1 News Release Sunoco LP Maintains Quarterly Distribution DALLAS, October 28, 2024 – Sunoco LP (NYSE: SUN) (“SUN”) announced that the Board of Directors of its general partner declared a quarterly distribution for the third quarter of 2024 of $0.8756 per common unit or $3.5024 per common unit on an annualized basis. The distribution will be paid on November 19, 2024 to common unitholder |
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| October 24, 2024 |
UNAUDITED PRO FORMA FINANCIAL INFORMATION UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma combined financial information of Sunoco reflects the pro forma impacts of multiple transactions, each of which is described in the following sections. |
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| October 24, 2024 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Form S-3ASR (Form Type) SUNOCO LP (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forwa |
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| October 24, 2024 |
As filed with the U.S. Securities and Exchange Commission on October 24, 2024 Table of Contents As filed with the U.S. Securities and Exchange Commission on October 24, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 30-0740483 (State or other jurisdiction of incorporation or organiza |
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| October 24, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 October 24, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 24, 2024 |
SUNOCO LP ANNUAL REPORT ON FORM 10-K TABLE OF CONTENTS Table of Contents Index to Financial Statements SUNOCO LP ANNUAL REPORT ON FORM 10-K TABLE OF CONTENTS PART I Item 1. |
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| August 8, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant |
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| August 8, 2024 |
List of Guarantor and Issuer Subsidiaries List of Guarantor and Issuer Subsidiaries The following entities are issuers, co-issuers or guarantors of (i) the 6. |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 August 7, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| August 7, 2024 |
Sunoco LP Reports Record Second Quarter 2024 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Reports Record Second Quarter 2024 Financial and Operating Results •Reports record second quarter net income of $501 million and Adjusted EBITDA(1), excluding transaction-related expenses(2), of $400 million •Completes the acquisition of NuStar Energy L.P. on May 3, 2024 and the divestiture of 204 convenience stores to 7-Eleven, Inc. on April 16, 2024; results f |
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| July 26, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 July 25, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 26, 2024 |
Sunoco LP Maintains Quarterly Distribution Exhibit 99.1 News Release Sunoco LP Maintains Quarterly Distribution DALLAS, July 25, 2024 – Sunoco LP (NYSE: SUN) (“SUN”) announced that the Board of Directors of its general partner declared a quarterly distribution for the second quarter of 2024 of $0.8756 per common unit or $3.5024 per common unit on an annualized basis. The distribution will be paid on August 19, 2024 to common unitholders of |
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| July 25, 2024 |
Sunoco LP Maintains Quarterly Distribution Exhibit 99.1 News Release Sunoco LP Maintains Quarterly Distribution DALLAS, July 25, 2024 – Sunoco LP (NYSE: SUN) (“SUN”) announced that the Board of Directors of its general partner declared a quarterly distribution for the second quarter of 2024 of $0.8576 per common unit or $3.5024 per common unit on an annualized basis. The distribution will be paid on August 19, 2024 to common unitholders of |
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| July 25, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 July, 25, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 18, 2024 |
EX-4.1 Exhibit 4.1 SECOND SUPPLEMENT AND AMENDMENT TO INDENTURE OF TRUST BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee DATED AS OF JULY 15, 2024 $56,200,000 (original principal amount) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2008 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITI |
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| July 18, 2024 |
EX-4.5 Exhibit 4.5 SECOND SUPPLEMENT AND AMENDMENT TO INDENTURE OF TRUST BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee DATED AS OF JULY 15, 2024 $75,000,000 (original principal amount) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2011 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITI |
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| July 18, 2024 |
Energy Transfer and Sunoco Announce Strategic Permian Basin Crude Oil Joint Venture Exhibit 99.1 Energy Transfer and Sunoco Announce Strategic Permian Basin Crude Oil Joint Venture DALLAS, July 16, 2024 - Energy Transfer LP (NYSE: ET) (“Energy Transfer”) and Sunoco LP (NYSE: SUN) (“Sunoco”) today announced the formation of a joint venture combining their respective crude oil and produced water gathering assets in the Permian Basin. Energy Transfer will serve as the operator of th |
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| July 18, 2024 |
Execution version CONTRIBUTION AGREEMENT BY AND AMONG SUNOCO LP, SUN PIPELINE HOLDINGS LLC, NUSTAR PERMIAN TRANSPORTATION AND STORAGE LLC, NUSTAR PERMIAN CRUDE LOGISTICS LLC, NUSTAR PERMIAN HOLDINGS LLC, NUSTAR LOGISTICS, L. |
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| July 18, 2024 |
EX-10.9 Exhibit 10.9 SECOND SUPPLEMENT AND AMENDMENT TO LEASE AGREEMENT BY AND BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND NUSTAR LOGISTICS, L.P., DATED AS OF JULY 15, 2024 RELATING TO: $50,000,000 (ORIGINAL PRINCIPAL AMOUNT) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010A TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITIONS AND RULES |
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| July 18, 2024 |
EX-10.3 Exhibit 10.3 SECOND SUPPLEMENT AND AMENDMENT TO LEASE AGREEMENT BY AND BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND NUSTAR LOGISTICS, L.P., DATED AS OF JULY 15, 2024 RELATING TO: $56,200,000 (ORIGINAL PRINCIPAL AMOUNT) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2008 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITIONS AND RULES OF CO |
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| July 18, 2024 |
EX-4.2 Exhibit 4.2 SECOND SUPPLEMENT AND AMENDMENT TO INDENTURE OF TRUST BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee DATED AS OF JULY 15, 2024 $100,000,000 (original principal amount) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINIT |
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| July 18, 2024 |
EX-4.3 Exhibit 4.3 SECOND SUPPLEMENT AND AMENDMENT TO INDENTURE OF TRUST BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee DATED AS OF JULY 15, 2024 $50,000,000 (original principal amount) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010A TABLE OF CONTENTS * * * * * * ARTICLE I DEFINIT |
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| July 18, 2024 |
EX-4.4 Exhibit 4.4 SECOND SUPPLEMENT AND AMENDMENT TO INDENTURE OF TRUST BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee DATED AS OF JULY 15, 2024 $85,000,000 (original principal amount) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010B TABLE OF CONTENTS * * * * * * ARTICLE I DEFINIT |
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| July 18, 2024 |
EX-10.6 Exhibit 10.6 SECOND SUPPLEMENT AND AMENDMENT TO LEASE AGREEMENT BY AND BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND NUSTAR LOGISTICS, L.P., DATED AS OF JULY 15, 2024 RELATING TO: $100,000,000 (ORIGINAL PRINCIPAL AMOUNT) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITIONS AND RULES OF C |
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| July 18, 2024 |
EX-10.15 Exhibit 10.15 SECOND SUPPLEMENT AND AMENDMENT TO LEASE AGREEMENT BY AND BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND NUSTAR LOGISTICS, L.P., DATED AS OF JULY 15, 2024 RELATING TO: $75,000,000 (ORIGINAL PRINCIPAL AMOUNT) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2011 TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITIONS AND RULES OF |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): July 15, 2024 Sunoco LP (Exact name of registrant as specified in its charter) Delaware No. 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation or Organization) (Commis |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 July 14, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 18, 2024 |
EX-10.12 Exhibit 10.12 SECOND SUPPLEMENT AND AMENDMENT TO LEASE AGREEMENT BY AND BETWEEN PARISH OF ST. JAMES, STATE OF LOUISIANA AND NUSTAR LOGISTICS, L.P., DATED AS OF JULY 15, 2024 RELATING TO: $85,000,000 (ORIGINAL PRINCIPAL AMOUNT) PARISH OF ST. JAMES, STATE OF LOUISIANA REVENUE BONDS (NUSTAR LOGISTICS, L.P. PROJECT) SERIES 2010B TABLE OF CONTENTS * * * * * * ARTICLE I DEFINITIONS AND RUL |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 July 3, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| June 17, 2024 |
Sunoco LP Announces Participation in J.P. Morgan’s Energy, Power, and Renewables Conference Exhibit 99.1 Sunoco LP Announces Participation in J.P. Morgan’s Energy, Power, and Renewables Conference DALLAS, June 17, 2024 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) today announced its participation in J.P. Morgan’s 2024 Energy, Power, and Renewables Conference. The Partnership will participate in meetings with members of the investment community on June 18, 2024. A slide presentati |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 17, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IR |
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| June 5, 2024 |
EX-4.19 Exhibit 4.19 NUSTAR LOGISTICS, L.P., Issuer NUSTAR ENERGY L.P., Guarantor NUSTAR PIPELINE OPERATING PARTNERSHIP L.P., Affiliate Guarantor SUNOCO LP, Ultimate Parent Guarantor EACH OF THE GUARANTEEING SUBSIDIARIES PARTY HERETO, Guaranteeing Subsidiaries and COMPUTERSHARE TRUST COMPANY, N. A., Trustee ELEVENTH SUPPLEMENTAL INDENTURE Dated as of May 31, 2024 to INDENTURE Dated as of July 15, |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 31, 2024 Sunoco LP (Exact name of registrant as specified in its charter) Delaware No. 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation or Organization) (Commiss |
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| June 5, 2024 |
EX-4.9 Exhibit 4.9 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeline |
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| June 5, 2024 |
EX-4.11 Exhibit 4.11 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeli |
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| June 5, 2024 |
EX-4.3 Exhibit 4.3 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeline |
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| June 5, 2024 |
EX-4.13 Exhibit 4.13 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeli |
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| June 5, 2024 |
EX-4.5 Exhibit 4.5 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeline |
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| June 5, 2024 |
EX-4.7 Exhibit 4.7 This Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2024, is among NuStar Energy L.P., a Delaware limited partnership, NuStar Logistics, L.P., a Delaware limited partnership, NuStar Permian Transportation and Storage, LLC, a Delaware limited liability company, NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership, NuStar Pipeline |
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| May 9, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended: March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35653 SUNOCO LP (Exact name of registrant |
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| May 8, 2024 |
Sunoco LP Announces First Quarter 2024 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Announces First Quarter 2024 Financial and Operating Results •Reports record first quarter net income of $230 million and Adjusted EBITDA(1) of $242 million •Increases full year 2024 Adjusted EBITDA(1)(2) guidance to $1.46 billion to $1.52 billion, to include the acquisition of NuStar Energy L.P. •Increases quarterly distribution by 4% DALLAS, May 8, 2024 - Suno |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 May 8, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 3, 2024 |
Exhibit 99.1 Sunoco LP Completes Acquisition of NuStar Energy L.P.; Announces a 4% Increase in Quarterly Distribution DALLAS, May 3, 2024 – Sunoco LP (NYSE: SUN) (“Sunoco”) announced the completion of the acquisition of NuStar Energy L.P. (“NuStar”) and a 4% increase in its quarterly distribution. NuStar Energy Acquisition Sunoco announced the completion of the acquisition of NuStar. The merger wa |
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| May 3, 2024 |
EX-10.3 Exhibit 10.3 Execution Version GUARANTEE AGREEMENT DATED AS OF MAY 3, 2024 MADE BY SUNOCO LP, IN FAVOR OF WELLS FARGO BANK, NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT TABLE OF CONTENTS Page ARTICLE I Definitions 1 Section 1.01 Definitions 1 Section 1.02 Other Definitional Provisions 2 ARTICLE II Guarantee 2 Section 2.01 Guarantee 2 Section 2.02 No Subrogation 3 Section 2.03 Guarantee Am |
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| May 3, 2024 |
EX-10.1 Exhibit 10.1 Execution Version DEAL#: 86770WAG1 REV#: 86770WAH9 THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 3, 2024 among SUNOCO LP, as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and an LC Issuer, and The Lenders Party Hereto $1,500,000,000 Five Year Modified Revolving Credit Facility TRUIST SECURITIES, INC., BOFA SECURITIES, INC., BA |
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| May 3, 2024 |
PROMISSORY NOTE Principal Amount: $28,067,844.60 Dated as of May 3, 2024 New York, New York Exhibit 99.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO NUSTAR ENERG |
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| May 3, 2024 |
EX-10.14 Exhibit 10.14 EXECUTION VERSION EIGHTH AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENT This EIGHTH AMENDMENT TO THE RECEIVABLES FINANCING AGREEMENT (this “Amendment”), dated as of May 3, 2024, is entered into by and among NUSTAR FINANCE LLC, as Borrower (the “Borrower”), NUSTAR ENERGY L.P., as initial Servicer (the “Servicer”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as a Lender, PNC, |
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| May 3, 2024 |
AMENDMENT NO. 2 TO EIGHTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP NUSTAR ENERGY L.P. Exhibit 99.5 AMENDMENT NO. 2 TO EIGHTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NUSTAR ENERGY L.P. This AMENDMENT NO. 2, dated as of May 3, 2024 (this “Amendment”), to the Eighth Amended and Restated Agreement of Limited Partnership (as previously amended, the “Partnership Agreement”) of NuStar Energy L.P. (the “Partnership”) is hereby adopted by Riverwalk Logistics, L.P., a Delawa |
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| May 3, 2024 |
Exhibit 10.17 EXECUTION VERSION THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT This THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered as of May 3, 2024, by and among the various entities listed on the signature pages hereto as an Originator (the “Originators” and each, an “Originator”), NUSTAR ENERGY L.P., as initial Servicer (as defined below) (“NuStar Energy”) and NUST |
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| May 3, 2024 |
EX-99.2 Exhibit 99.2 UNIT PURCHASE AGREEMENT THIS UNIT PURCHASE AGREEMENT (this “Agreement”), dated as of May 3, 2024, is entered into between NuStar Energy L.P., a Delaware limited partnership (“NuStar”), and Sunoco Retail LLC, a Pennsylvania limited liability company (“Sunoco Retail”) and wholly-owned subsidiary of Sunoco LP (“Sunoco”). Capitalized terms used herein but not defined herein shall |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 3, 2024 Sunoco LP (Exact name of registrant as specified in its charter) Delaware No. 001-35653 30-0740483 (State or Other Jurisdiction of Incorporation or Organization) (Commissi |
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| May 3, 2024 |
Exhibit 99.4 Sunoco LP Announces Purchase of NuStar Preferred Units and Full Redemption of NuStar Logistics Subordinated Notes DALLAS, May 3, 2024 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) today announced that, on June 3, 2024 (the “Redemption Date”), (a) SUN will purchase all outstanding units of (i) 8.50% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units |
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| May 3, 2024 |
EX-4.3 Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE, dated as of May 3, 2024 (this “Second Supplemental Indenture”), is among (i) NuStar Logistics, L.P., a Delaware limited partnership (“Logistics”), (ii) NuStar Energy L.P., a Delaware limited partnership (the “Parent Guarantor”), (iii) NuStar Pipeline Operating Partnership L.P., a Delaware limited partnership (the |
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| May 3, 2024 |
Exhibit 10.2 Execution Version May 3, 2024 NuStar Logistics, L.P. 19003 IH-10 West San Antonio, Texas 78257 Attention: Tom Shoaf Executive Vice President and Chief Financial Officer Re: Waiver Letter and Second Amendment to that certain Second Amended and Restated 5-Year Revolving Credit Agreement dated as of January 28, 2022 among NuStar Logistics, L.P., a Delaware limited partnership (the “Borr |
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| April 30, 2024 |
Exhibit 4.1 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 7.000% SENIOR NOTES DUE 2029 7.250% SENIOR NOTES DUE 2032 INDENTURE Dated as of April 30, 2024 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 12 Section 1.03 Rules of Construction 13 ARTICLE 2 THE |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 30, 2024 |
Exhibit 4.1 SUNOCO LP and EACH OF THE GUARANTORS PARTY HERETO 7.000% SENIOR NOTES DUE 2029 7.250% SENIOR NOTES DUE 2032 INDENTURE Dated as of April 30, 2024 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 12 Section 1.03 Rules of Construction 13 ARTICLE 2 THE |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 16, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 17, 2024 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 16, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 17, 2024 |
Sunoco LP Announces Pricing of Private Offering of Senior Notes EX-99.1 Exhibit 99.1 Sunoco LP Announces Pricing of Private Offering of Senior Notes DALLAS, April 16, 2024 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced that it has priced at 100% a private offering (the “offering”) of 7.000% senior notes due 2029 in an aggregate principal amount of $750 million (the “2029 notes”) and 7.250% senior notes due 2032 in an aggregate principal amount of $750 mill |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 16, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 17, 2024 |
Exhibit 99.1 Sunoco LP Completes Acquisition of European Liquid Fuels Terminals and Divestiture of West Texas Assets; Reaffirms 2024 Adjusted EBITDA Guidance Range DALLAS, April 17, 2024 – Sunoco LP (NYSE: SUN) (“SUN” or the “Partnership”) today announced the completion of the acquisition of liquid fuels terminals from Zenith Energy and the divestiture of 204 convenience stores to 7-Eleven, Inc. ( |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 16, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 16, 2024 |
Regulation FD Disclosure, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 16, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 16, 2024 |
Sunoco LP Announces Private Offering of Senior Notes Exhibit 99.1 Sunoco LP Announces Private Offering of Senior Notes DALLAS, April 16, 2024 – Sunoco LP (NYSE: SUN) (“Sunoco”) today announced a private offering (the “offering”) of senior notes due 2029 in an aggregate principal amount of $750 million (the “2029 notes”) and senior notes due 2032 in an aggregate principal amount of $750 million (the “2032 notes,” and collectively with the 2029 notes, |
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| April 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 9, 2024 (April 8, 2024) SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| April 9, 2024 |
Sunoco LP and NuStar Energy L.P. Announce Expiration of Hart-Scott-Rodino Act Waiting Period Exhibit 99.1 Sunoco LP and NuStar Energy L.P. Announce Expiration of Hart-Scott-Rodino Act Waiting Period DALLAS, April 9, 2024 - Sunoco LP (NYSE: SUN) (“Sunoco” or “SUN”) and NuStar Energy L.P. (NYSE: NS) (“NuStar” or “NS”) today announced the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”), in connection with Sunoco’s pending acquis |
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| April 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 9, 2024 (April 8, 2024) SUNOCO LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| April 3, 2024 |
MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-277369 MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT Dear NuStar Energy L.P. Common Unitholders: On January 22, 2024, NuStar Energy L.P., a Delaware limited partnership (“NuStar”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sunoco LP, a Delaware limited partnership (“Sunoco”), Saturn Merger Sub, L |
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| April 1, 2024 |
Sunoco LP 8111 Westchester Drive, Suite 400 Dallas, TX 75225 VIA EDGAR Sunoco LP 8111 Westchester Drive, Suite 400 Dallas, TX 75225 April 1, 2024 United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street NE Washington, D. |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 March 22, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 20, 2024 |
As filed with the Securities and Exchange Commission on March 20, 2024 Table of Contents As filed with the Securities and Exchange Commission on March 20, 2024 Registration No. |
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| March 20, 2024 |
767 Fifth Avenue New York, NY 10153-0119 +1 212 310 8000 tel +1 212 310 8007 fax March 20, 2024 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street NE Washington, D. |
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| March 15, 2024 |
United States securities and exchange commission logo March 15, 2024 Joseph Kim Chief Executive Officer Sunoco LP 8111 Westchester Drive Suite 400 Dallas, TX 75225 Re: Sunoco LP Registration Statement on Form S-4 Filed February 26, 2024 File No. |
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| February 26, 2024 |
Form of NuStar Energy L.P. Proxy Card Exhibit 99.2 SCAN TO VIEW MATERIALS & VOTE w NUSTAR ENERGY L.P. VOTE BY INTERNET 19003 IH-10 WEST SAN ANTONIO, TX 78257 Before The Meeting—Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time on [TBD]. Have your proxy card in hand when you access the web site and follow |
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| February 26, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Sunoco LP (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Units representing limited partner interests Other 53,200,000(1) N/A $3,148,110,000(2) 0. |
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| February 26, 2024 |
Consent of Barclays Capital Inc. Exhibit 99.1 745 Seventh Avenue New York, NY 10019 United States February 26, 2024 CONSENT OF BARCLAYS CAPITAL INC. We hereby consent to (i) the inclusion of our opinion letter, dated January 22, 2024, to the Board of Directors of NuStar GP, LLC (“NuStar Managing GP”), which is the sole general partner of Riverwalk Logistics, L.P. (“NuStar GP”), which is the sole general partner of NuStar Energy L |
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| February 26, 2024 |
As filed with the Securities and Exchange Commission on February 26, 2024 Table of Contents As filed with the Securities and Exchange Commission on February 26, 2024 Registration No. |
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| February 16, 2024 |
Sunoco GP LLC Amended and Restated Annual Bonus Plan Exhibit 10.7 ========================================================================== AMENDED AND RESTATED SUNOCO GP LLC ANNUAL BONUS PLAN Effective as of January 1, 2023 ========================================================================== Annual Bonus Plan Exhibit 10.7 AMENDED AND RESTATED ENERGY TRANSFER LP ANNUAL BONUS PLAN 1.Purpose. The purpose of this Plan is to motivate management a |
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| February 16, 2024 |
Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 16, 2024 |
Sunoco LP Executive Officer Incentive Compensation Clawback Policy Exhibit 97.1 SUNOCO LP EXECUTIVE OFFICER INCENTIVE COMPENSATION CLAWBACK POLICY Adopted as of November 29, 2023 This Executive Officer Incentive Compensation Clawback Policy (the “Policy”) has been adopted by the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Sunoco GP LLC (the “General Partner”), the general partner of Sunoco LP (together with its |
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| February 16, 2024 |
Exhibit 21.1 List of Subsidiaries 1.Aloha Petroleum LLC, a Delaware limited liability company 2.Aloha Petroleum, Ltd., a Hawaii corporation 3.Sunmarks LLC, a Delaware limited liability company 4.Sunoco Midstream LLC (formerly Sunoco Caddo LLC), a Delaware limited liability company 5.Sunoco Finance Corp., a Delaware corporation 6.Sunoco, LLC, a Delaware limited liability company 7.Sunoco NLR LLC, a |
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| February 16, 2024 |
Exhibit 4.8 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF COMMON UNITS The following description of our common units is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to our Second Amended and Restated Certificate of Limited Partnership (the “certificate |
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| February 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 February 14, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 14, 2024 |
Sunoco LP Announces Fourth Quarter and Full Year 2023 Financial and Operating Results Exhibit 99.1 News Release Sunoco LP Announces Fourth Quarter and Full Year 2023 Financial and Operating Results •Delivers record full year 2023 financial and operating results •Reports fourth quarter volume of over 2.2 billion gallons, highest in the Partnership’s history •Reaffirms full year 2024 Adjusted EBITDA(1)(2) guidance of $975 million to $1 billion •Announced a series of definitive agreem |
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| February 5, 2024 |
SUN / Sunoco LP - Limited Partnership / ALPS ADVISORS INC Passive Investment SC 13G 1 fp0087039-4sc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sunoco LP (Name of Issuer) Common Units (Title of Class of Securities) 86765K109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| January 31, 2024 |
SUN / Sunoco LP - Limited Partnership / Energy Transfer Equity, L.P. - SC 13D/A Activist Investment SC 13D/A 1 a01-29x2024energytransferx.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5) Sunoco LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 869239 103 (CUSIP Number) Dylan A. Bramhall Executive Vice President & Group Chief Financial Officer Energy |
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| January 31, 2024 |
JOINT FILING AGREEMENT AND POWER OF ATTORNEY EX-99.A 2 a2024130-energytransferxsc.htm EX-99.A Exhibit A JOINT FILING AGREEMENT AND POWER OF ATTORNEY In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned does hereby consent and agree to: (a) the joint filing on behalf of each of them of Amendment No. 5 to the Statement on Schedule 13D (the “Statement”) and any and all subse |
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| January 26, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Act of 1934 January 25, 2024 Date of Report (Date of earliest event reported) SUNOCO LP (Exact name of registrant as specified in its charter) Delaware 001-35653 30-0740483 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 26, 2024 |
Sunoco LP Maintains Quarterly Distribution Exhibit 99.1 News Release Sunoco LP Maintains Quarterly Distribution DALLAS, January 25, 2024 – Sunoco LP (NYSE: SUN) (“SUN”) announced that the Board of Directors of its general partner declared a quarterly distribution for the fourth quarter of 2023 of $0.8420 per common unit or $3.368 per common unit on an annualized basis. The distribution will be paid on February 20, 2024 to common unitholder |
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| January 22, 2024 |
EX-99.2 Exhibit 99.2 Sunoco LP to Acquire NuStar Energy L.P. January 22, 2024 Forward-Looking Statements This presentation contains “forward-looking statements” as defined by applicable federal securities laws. In this context, forward-looking statements often address future business and financial events, conditions, expectations, plans or ambitions, and often include, but are not limited to, word |
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| January 22, 2024 |
Filed by Sunoco LP pursuant to Rule 425 under the Securities Act of 1933, as 425 Filed by Sunoco LP pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended. |
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| January 22, 2024 |
Exhibit 99.2 Sunoco LP to Acquire NuStar Energy L.P. January 22, 2024 Forward-Looking Statements This presentation contains “forward-looking statements” as defined by applicable federal securities laws. In this context, forward-looking statements often address future business and financial events, conditions, expectations, plans or ambitions, and often include, but are not limited to, words such a |
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| January 22, 2024 |
Filed by Sunoco LP pursuant to Rule 425 under the Securities Filed by Sunoco LP pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a- 12 under the Securities Exchange Act of 1934, as amended. |
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| January 22, 2024 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 22, 2024 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| January 22, 2024 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among SUNOCO LP, SATURN MERGER SUB, LLC, NUSTAR ENERGY L.P., NUSTAR GP, LLC, RIVERWALK LOGISTICS, L.P. and SUNOCO GP LLC Dated as of January 22, 2024 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger; Parent Subscription Right 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the M |
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| January 22, 2024 |
Exhibit 10.1 Execution Version SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of January 22, 2024 (this “Agreement”), is entered into by and among (a) Sunoco LP, a Delaware limited partnership (“Parent”), (b) NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), and (c) Energy Transfer LP, a Delaware limited partnership (“ET”). Unless the context otherwise requires, terms use |
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| January 22, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 22, 2024 Sunoco LP (Exact Name of Registrant as Specified in Its Charter) Delaware No. |
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| January 22, 2024 |
EX-10.1 Exhibit 10.1 Execution Version SUPPORT AGREEMENT This SUPPORT AGREEMENT, dated as of January 22, 2024 (this “Agreement”), is entered into by and among (a) Sunoco LP, a Delaware limited partnership (“Parent”), (b) NuStar Energy L.P., a Delaware limited partnership (the “Partnership”), and (c) Energy Transfer LP, a Delaware limited partnership (“ET”). Unless the context otherwise requires, t |
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| January 22, 2024 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among SUNOCO LP, SATURN MERGER SUB, LLC, NUSTAR ENERGY L.P., NUSTAR GP, LLC, RIVERWALK LOGISTICS, L.P. and SUNOCO GP LLC Dated as of January 22, 2024 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.1 The Merger; Parent Subscription Right 2 Section 1.2 Closing 2 Section 1.3 Effective Time 2 Section 1.4 Effects of the Merger 3 |
