DALLAS & CORPUS CHRISTI, Texas--(BUSINESS WIRE)--Aug. 29, 2014--
Energy Transfer Partners, L.P. (NYSE:ETP) and Susser Holdings
Corporation (NYSE:SUSS) today announced the successful completion of the
previously announced merger of an indirect wholly owned subsidiary of
ETP, with and into Susser, with Susser surviving the merger as a
subsidiary of ETP.
As previously announced on April 28, 2014, Susser entered into a merger
agreement with ETP. Under the terms of the merger agreement, Susser
shareholders were able to receive, for each Susser common share they
owned, a combination of $40.125 in cash and 0.7253 of an ETP common unit
(the “Standard Mix of Consideration”). In lieu of receiving this
Standard Mix of Consideration, Susser shareholders, for each Susser
common share they owned, could make an election to receive $80.25 in
cash (the “Cash Consideration”) or 1.4506 ETP common units (the “Unit
Consideration”), with such Cash Consideration and Unit Consideration
subject to proration in accordance with the merger agreement. Because
the Unit Consideration was oversubscribed, all holders making a unit
election will have their Unit Consideration prorated and a portion of it
will be substituted with cash in accordance with the terms of the merger
agreement. Based on the final results of the merger consideration
elections:
-
holders of approximately 7% of outstanding Susser shares, or
approximately 1,477,710 shares, elected to and will receive the
Standard Mix of Consideration;
-
holders of approximately 1% of outstanding Susser shares, or
approximately 264,536 shares, elected to and will receive the Cash
Consideration;
-
holders of approximately 79% of outstanding Susser shares, or
approximately 17,183,117 shares, elected the Unit Consideration and
will receive $39.51 in cash and 0.7365 of an ETP common unit; and
-
holders of approximately 13% of outstanding Susser shares, or
approximately 2,869,212 shares made no election and will receive the
Standard Mix of Consideration.
In the aggregate, Susser shareholders will receive 50% of the merger
consideration in cash and 50% in ETP common units. The total
consideration to be paid in cash will be approximately $875 million and
the total consideration to be paid in equity will be approximately
15,807,605 ETP common units.
Effective with the opening of the market today, Susser ceased to be a
publicly traded company and its common stock discontinued trading on the
NYSE.
Barclays and Credit Suisse acted as financial advisors, Morgan Stanley &
Co. LLC delivered a fairness opinion to the Board of ETP. Vinson &
Elkins acted as legal counsel to ETP, and Bingham McCutchen acted as tax
counsel to ETP. BofA Merrill Lynch acted as financial advisor
and Gibson, Dunn & Crutcher LLP acted as legal counsel to Susser.
Energy Transfer Partners, L.P. (NYSE: ETP) is a master
limited partnership owning and operating one of the largest and most
diversified portfolios of energy assets in the United States. ETP
currently owns and operates approximately 35,000 miles of natural gas
and natural gas liquids pipelines. ETP owns 100% of Panhandle Eastern
Pipe Line Company, LP (the successor of Southern Union Company) and
Sunoco, Inc., and a 70% interest in Lone Star NGL LLC, a joint venture
that owns and operates natural gas liquids storage, fractionation and
transportation assets. ETP also owns the general partner, 100% of the
incentive distribution rights, and approximately 67.1 million common
units in Sunoco Logistics Partners L.P. (NYSE: SXL), which operates a
geographically diverse portfolio of crude oil and refined products
pipelines, terminalling and crude oil acquisition and marketing assets.
ETP’s general partner is owned by ETE. For more information, visit the
Energy Transfer Partners, L.P. web site at www.energytransfer.com.
Susser Holdings Corporation (NYSE: SUSS) is a third-generation
family led business based in Corpus Christi, Texas, that operates more
than 640 convenience stores in Texas, New Mexico and Oklahoma, with 595
under the Stripes® banner and 47 under the Sac-N-Pac banner. Restaurant
service is available in more than 410 of its stores, primarily under the
proprietary Laredo Taco Company® brand. Susser Holdings also is majority
owner and owns the general partner of Susser Petroleum Partners LP. For
more information, visit the Susser Holdings Corporation website at www.susser.com.
Susser Petroleum Partners LP (NYSE: SUSP) distributes
approximately 1.7 billion gallons of motor fuel annually to Stripes®
stores, independently operated consignment locations, convenience stores
and retail fuel outlets operated by independent operators and other
commercial customers in Texas, New Mexico, Oklahoma, Kansas and
Louisiana.
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Source: Energy Transfer Partners, L.P.
Susser Holdings Corporation
Susser Petroleum Partners LP
Mary
Sullivan, 361-884-2463
Chief Financial Officer
msullivan@susser.com
or
Dennard-Lascar
Associates
Anne Pearson, 210-408-6321
apearson@dennardlascar.com
or
Energy
Transfer Partners, L.P.
Brent Ratliff, 214-981-0700
Vice
President, Investor Relations
brent.ratliff@energytransfer.com
or
Granado
Communications
Vicki Granado, 214-599-8785
vicki@granadopr.com