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SEC Filings
424B3
SUSSER HOLDINGS CORP filed this Form 424B3 on 09/02/2016
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    Pursue a disciplined financial policy and maintain a conservative capital structure; and

 

    Introduce the “Sunoco” fuel brand into our retail geographies and our portfolio of wholesale dealer fuel branding options.

Our Competitive Strengths

We believe that we are well positioned to execute our business strategies successfully because of the following competitive strengths:

 

    Relatively stable cash flows from long-term, fee-based contracts and real estate rental income, as well as relatively low maintenance capital requirements and working capital requirements;

 

    Our strong, long-term relationships with suppliers and competitive pricing through ongoing purchases of large volumes of motor fuel;

 

    Our position as one of the largest independent motor fuel distributors in Texas markets and our exposure to other regional markets;

 

    Our relationships with ETE and ETP; and

 

    Our management team’s proven ability to develop and maintain customer relationships, integrate acquisitions and grow operations while maintaining financial discipline.

Recent Developments

On April 7, 2016, we and Sunoco Finance Corp. completed an offering of $800.0 million aggregate principal amount of our 6.250% Senior Notes due 2021 (the “2021 notes”). We received net proceeds of approximately $789.4 million from the offering, which we used to repay a portion of the borrowings outstanding under our term loan facility.

Principal Executive Offices

Our principal executive offices are located at 8020 Park Lane, Suite 200, Dallas, Texas 75231. Our telephone number is (832) 234-3600.

ETP Retail Holdings, LLC

In connection with our acquisition of a 31.58% membership interest in Sunoco LLC in April 2015, ETP Retail provided a limited contingent guarantee of our obligation to pay the principal of the 2023 notes. Further, in connection with our acquisition of the remaining 68.42% of the issued and outstanding membership interest in Sunoco LLC and 100% of the membership interests in Sunoco Retail in March 2016, ETP Retail provided a limited contingent guarantee of our obligation to pay the principal of the 2021 notes. See “Description of the Exchange Notes—Note Guarantees.”

Business

ETP Retail is an indirect wholly owned subsidiary of ETP formed in May 2014. In June 2014, the equity interests in multiple entities were contributed to ETP Retail, including (a) 100% of the membership interests in Sunoco LLC, (b) a 99% membership interest in ETC M-A Acquisition LLC (“ETC M-A Acquisition”), which owned 100% of the membership interests in MACS, and (c) a non-controlling membership interest in Philadelphia Energy Solutions LLC (“PES”) comprising 33% of PES’ outstanding common units.

At June 30, 2016, ETP Retail owned the following:

 

    a 99% membership interest in ETC M-A Acquisition, which currently owns 3,983,540 Sunoco LP common units;

 



 

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