10:31 AM EDT, 05/05/2025 (MT Newswires) -- Sunoco ( SUN ) agreed to acquire Canada-based Parkland in a cash-and-equity deal worth about $9.1 billion, including debt, the fuel suppliers said in separate statements Monday.
As part of the transaction, Sunoco ( SUN ) plans to establish a new publicly-traded entity, SUNCorp, which will hold limited partnership units of the company.
Shareholders of Parkland will receive 0.295 SUNCorp units and 19.80 Canadian dollars ($14.35) for each share they own in the company, representing a 25% premium to the seven-day volume-weighted average prices of Parkland and Sunoco ( SUN ) as of Friday, according to the companies. Alternatively, Parkland shareholders can elect to receive 44 Canadian dollars per Parkland share in cash or 0.536 SUNCorp units.
Sunoco's ( SUN ) units were down nearly 5% in Monday trade.
"This strategic combination is a compelling outcome for Parkland shareholders," Parkland Executive Chairman Michael Jennings said in a statement. "This partnership creates significant financial benefits for shareholders and would position the combined company as the largest independent fuel distributor in the Americas."
The deal, which requires approval from Parkland's investors and clearance from regulators, is expected to be completed in the second half. Parkland plans to hold a special shareholder meeting on June 24 to vote on the transaction.
The companies expect the deal to generate synergies of $250 million by the third year and be immediately accretive, with more than 10% accretion to distributable cash flow per unit. The transaction is also projected to increase cash flow generation for reinvestment and distribution growth, the companies said.
Sunoco ( SUN ), which has secured a 364-day bridge term loan of $2.65 billion for the cash consideration of the deal, plans to maintain a Canadian headquarters in Calgary and substantial employment levels in the country. The company also aims to continue to invest in Parkland's refinery and support its plan to expand its Canadian transportation energy infrastructure.
The transaction also includes a termination fee of $275 million to be paid by Parkland in certain circumstances.
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