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SEC Filings
S-4/A
SUSSER HOLDINGS CORP filed this Form S-4/A on 08/16/2016
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Table of Contents
Index to Financial Statements

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

 

SUBJECT TO COMPLETION, DATED AUGUST 16, 2016

PROSPECTUS

 

LOGO

SUNOCO LP

SUNOCO FINANCE CORP.

OFFERS TO EXCHANGE

$800,000,000 of 6.375% Senior Notes due 2023 and Related Guarantees and

$800,000,000 of 6.250% Senior Notes due 2021 and Related Guarantees

That Have Not Been Registered Under the Securities Act of 1933

For

$800,000,000 of 6.375% Senior Notes due 2023 and Related Guarantees and

$800,000,000 of 6.250% Senior Notes due 2021 and Related Guarantees

That Have Been Registered Under the Securities Act of 1933

 

 

 

    We are offering to exchange our 6.375% Senior Notes due 2023 and related guarantees, which were issued on April 1, 2015 in a private offering (the “2023 private notes”), for a like aggregate amount of our registered 6.375% Senior Notes due 2023 and related guarantees (the “2023 exchange notes” and, together with the 2023 private notes, the “2023 notes”). The 2023 exchange notes are substantially identical to the 2023 private notes, except that the 2023 exchange notes have been registered under the federal securities laws and will not bear any legend restricting their transfer. The 2023 exchange notes will represent the same debt as the 2023 private notes, and we will issue the 2023 exchange notes under the same indenture as the 2023 private notes.

 

    We are also offering to exchange our 6.250% Senior Notes due 2021 and related guarantees, which were issued on April 7, 2016 in a private offering (the “2021 private notes”), for a like aggregate amount of our registered 6.250% Senior Notes due 2021 and related guarantees (the “2021 exchange notes” and, together with the 2021 private notes, the “2021 notes”). The 2021 exchange notes are substantially identical to the 2021 private notes, except that the 2021 exchange notes have been registered under the federal securities laws and will not bear any legend restricting their transfer. The 2021 exchange notes will represent the same debt as the 2021 private notes, and we will issue the 2021 exchange notes under the same indenture as the 2021 private notes.

 

    In this prospectus, we refer to the 2023 private notes and the 2021 private notes, collectively or individually, as the context requires, as the “private notes”; the 2023 exchange notes and the 2021 exchange notes, collectively or individually, as the context requires, as the “exchange notes”; and the 2023 notes and the 2021 notes collectively as the “notes.”

The principal features of the exchange offers are as follows:

 

    The exchange offers expire at 5:00 p.m., New York City time, on                     , 2016, unless extended.

 

    We will exchange all private notes that are validly tendered and not validly withdrawn prior to the expiration of the exchange offers for the applicable exchange notes.

 

    You may withdraw tenders of private notes at any time before the applicable exchange offer expires.

 

    The exchange of private notes for exchange notes pursuant to the exchange offers will not be a taxable event for U.S. federal income tax purposes.

 

    We will not receive any proceeds from the exchange offers.

 

    We do not intend to apply for listing of the exchange notes on any securities exchange or automated quotation system.

Broker-dealers receiving exchange notes in exchange for private notes acquired for their own account through market-making or other trading activities must deliver a prospectus in any resale of the exchange notes.

 

 

You should carefully consider the risk factors beginning on page 15 of this prospectus before participating in the exchange offers.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus is                     , 2016.

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