Sunoco LP Files 8-K: Material Agreements & Other Events

TL;DR

Sunoco LP dropped an 8-K detailing new debt, possible shareholder right changes, and other corporate moves.

AI Summary

On September 18, 2025, Sunoco LP entered into a material definitive agreement related to its financial obligations. The filing also indicates potential modifications to security holder rights and amendments to its governing documents, alongside other events and financial statements.

Why It Matters

This 8-K filing signals significant corporate actions by Sunoco LP, including new financial obligations and potential changes affecting its stakeholders and corporate structure.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and potential modifications to security holder rights, which could indicate significant changes in the company's financial or operational landscape.

Key Players & Entities

• Sunoco LP (company) — Registrant
• 0001193125-25-207487 (filing_id) — Accession Number
• September 18, 2025 (date) — Date of Report

FAQ

Key Financial Figures

• $1,000 million — chasers (the " Notes Offering ") of (i) $1,000 million in aggregate principal amount of its 5.
• $900 million — due 2031 (the " 2031 Notes ") and (ii) $900 million in aggregate principal amount of its 5.
• $1,880 million — received net proceeds of approximately $1,880 million from the Notes Offering, after deductin
• $100.0 million — ich has been so accelerated, aggregates $100.0 million or more; provided, however, that if, (i
• $1,476 million — received net proceeds of approximately $1,476 million from the Preferred Offering, after dedu
• $1,000 — eferred Unit is 7.875% per annum of the $1,000 liquidation preference per Series A Pre
• $78.75 — e per Series A Preferred Unit (equal to $78.75 per Series A Preferred Unit per annum)
• $1,020 — t a redemption price payable in cash of $1,020 (102% of the liquidation preference) pe
• $1,030 — t a redemption price payable in cash of $1,030 (103% of the liquidation preference) pe
• $1,010 — , 2026 and before September 18, 2027 or $1,010 (101% of the liquidation preference) pe

Filing Documents

• d936183d8k.htm (8-K) — 63KB
• d936183dex31.htm (EX-3.1) — 545KB
• d936183dex41.htm (EX-4.1) — 521KB
• 0001193125-25-207487.txt ( ) — 1494KB
• sun-20250918.xsd (EX-101.SCH) — 3KB
• sun-20250918_lab.xml (EX-101.LAB) — 18KB
• sun-20250918_pre.xml (EX-101.PRE) — 11KB
• d936183d8k_htm.xml (XML) — 4KB

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the " Exchange Act "). 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 as "believe," "expect," "may," "will," "should," "could," "would," "anticipate," "estimate," "intend," "plan," "seek," "see," "target" or similar expressions, or variations or negatives of these words, but not all forward-looking statements include such words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. All such forward-looking statements are based upon current plans, estimates, expectations and ambitions that are subject to risks, uncertainties and assumptions, many of which are beyond the control of Sunoco and Parkland, that could cause actual results to differ materially from those expressed in such forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: the completion of the proposed transaction on the anticipated terms and timing, or at all, including obtaining regulatory approvals, court approvals and approval of the listing of the common units of SunocoCorp, on the New York Stock Exchange; and the anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, prospects, business and management strategies for the management, expansion and growth of the combined company's operations, including the possibility that any of the anticipated benefits

Financial Statements and Exhibits

Financial Statements and Exhibits. (d)Exhibits. Exhibit Number Description 3.1 Third Amended and Restated Certificate of Limited Partnership of Sunoco LP, dated as of September 18, 2025. 4.1 Indenture, dated as of September 18, 2025, by and among Sunoco LP, the Guarantors party thereto and U.S. Bank Trust Company, National Association, as Trustee. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 7

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the r

View Full Filing

View this 8-K filing on SEC EDGAR