Sunoco LP to Acquire Parkland in $9.1B Deal
DALLAS, and CALGARY, Alberta — Sunoco LP will acquire all outstanding shares of Parkland Corp. in a cash and equity deal valued at approximately $9.1 billion, including assumed debt.
The deal has been unanimously approved by the board of directors for both Sunoco and Parkland, the companies announced. It is expected to close during the second half of 2025 upon the satisfaction of closing conditions, including approval by Parkland's shareholders and customary regulatory and stock exchange listing approvals.
The Road to Selling
"This strategic combination is a compelling outcome for Parkland shareholders," said Michael Jennings, executive chairman of Parkland. "The board unanimously recommends the proposed transaction, recognizing Sunoco's commitment to safeguarding Canadian jobs, retaining the Calgary head office, and further investing in Canada. This partnership creates significant financial benefits for shareholders and would position the combined company as the largest independent fuel distributor in the Americas."
As part of the transaction, Sunoco plans to form a new publicly traded Delaware limited liability company named SUNCorp LLC. The new entity will hold limited partnership units of Sunoco that are economically equivalent to Sunoco's publicly traded common units on the basis of one Sunoco common unit for each outstanding SUNCorp unit, the company said.
"Today marks a significant milestone," said Bob Espey, president and CEO of Parkland. "This transaction delivers immediate value for shareholders, including an attractive 25% premium. Sunoco shares our commitment to growth, customer service, operational excellence and ongoing investment in Canada, making our combined business stronger and better positioned for sustained success."
The companies cited compelling financial benefits, strong industrial logic in the form of complementary assets that enable advantaged fuel supply and diversification of Sunoco's portfolio and footprint, and accelerated accretive growth that will increase cash flow generation for reinvestment and distribution as strategic rationale for the deal.
Post-acquisition, Sunoco intends to maintain a Canadian headquarters and Calgary, as well as significant employment levels in Canada; will continue to invest in Parkland's Burnaby Refinery; will continue to support Parkland's plan to expand its Canadian transportation energy infrastructure; and will use its expanded free cash flow to provide additional resources for reinvestment in Canada, the Caribbean and the United States in support of both existing and new opportunities.
Pushback From Simpson Oil
Following the acquisition announcement, Parkland pushed its scheduled 2025 Annual General Meeting to June 24, delaying a shareholder vote on its board of directors. Shareholders will instead vote on both the board of directors and the Sunoco deal during the rescheduled meeting.
Simpson Oil Ltd., Parkland's largest shareholder and frequent critic, announced it has applied to the Alberta Court of King's Bench seeking a court order to conduct the meeting as originally scheduled. According to Simpson, shareholders' loss of faith in current directors means a board transition is imminent, and no material action should be taken until new, shareholder-supported directors are in place.
"Delaying the meeting and pushing forward with any transaction ahead of board transition represents a clear breach of fiduciary duty — an obvious attempt to cling to power and sidestep shareholder will," Simpson said in a released statement.
Calgary-based Parkland Corp. is an independent supplier and marketer of fuel and petroleum products and a convenience store operator. Parkland currently services customers across Canada, the United States, the Caribbean region and the Americas through three channels: retail, commercial and wholesale.
Headquartered in Dallas, Sunoco is an energy infrastructure and fuel distribution master limited partnership operating in more than 40 U.S. States, Puerto Rico, Europe and Mexico.