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SEC Filings
SUSSER HOLDINGS CORP filed this Form 424B3 on 09/02/2016
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The Exchange Offers

On April 1, 2015, we completed a private offering of the 2023 private notes and on April 7, 2016, we completed a private offering of the 2021 private notes. In each case, we entered into a registration rights agreement with the initial purchasers in such private offering pursuant to which we agreed to deliver to you this prospectus and to use reasonable efforts to consummate the respective exchange offers no later than 365 days after the date we issued the applicable private notes.

The following summary contains basic information about the exchange offers and the exchange notes. It does not contain all the information that may be important to you. For a complete understanding of the exchange notes, please refer to the sections of this prospectus entitled “Exchange Offers” and “Description of the Exchange Notes.”


The Exchange Offers

We are offering to exchange the 2023 private notes for the 2023 exchange notes and the 2021 private notes for the 2021 exchange notes.


Expiration Date

Each exchange offer will expire at 5:00 p.m., New York City time, on October 3, 2016, unless extended, in which case the expiration date will mean the latest date and time to which we extend such exchange offer.


Conditions to the Exchange Offers

The registration rights agreements do not require us to accept the private notes for exchange if the exchange offers, or the making of any exchange by a holder of the private notes, would violate any applicable law or interpretation of the staff of the SEC. The exchange offers are not conditioned on a minimum aggregate amount of private notes being tendered.


Procedures for Tendering Private Notes

To participate in the exchange offers, you must follow the procedures established by The Depository Trust Company (“DTC”) for tendering private notes held in book-entry form. These procedures, which we call “ATOP” (“Automated Tender Offer Program”), require that (i) the exchange agent receive, prior to the expiration date of the applicable exchange offer, a computer generated message known as an “agent’s message” that is transmitted through DTC’s automated tender offer program, and (ii) DTC has received:


    your instructions to exchange your private notes; and


    your agreement to be bound by the terms of the letter of transmittal.


  For more information on tendering your private notes, please refer to the sections in this prospectus entitled “Exchange Offers—Terms of the Exchange Offers,” “Exchange Offers—Procedures for Tendering,” “Description of the Exchange Notes,” and “Description of the Exchange Notes—Book-Entry, Delivery and Form.”


Guaranteed Delivery Procedures



Withdrawal of Tenders

You may withdraw your tender of the private notes at any time prior to the expiration date for the applicable exchange offer. To withdraw, you must submit a notice of withdrawal to the exchange agent using




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