Susser Stockholders Elect to Receive ETP Stock

CORPUS CHRISTI, Texas -- Susser Holdings Corp. shareholders overwhelmingly believe in its acquiring company, Energy Transfer Partners LP (ETP).

The parent of Stripes LLC and Sac-N-Pac stores announced the preliminary results of the elections made by its shareholders regarding compensation they will receive from ETP. Holders of 85 percent of the outstanding shares of Susser's stock (18.57 million shares) elected to receive units in ETP. Holders of 7 percent of Susser's stock (1.49 million shares) elected to receive a mix of cash and ETP units, and 1 percent of outstanding shareholders elected to receive cash only.

According to Susser, 7 percent of shareholders failed to make a valid election prior to the deadline and are therefore deemed to have requested a combination of cash and ETP units.

Under the terms of the merger agreement, however, not all of the 85 percent of shareholders electing to receive ETP units will get their wish. This "unit election" was oversubscribed. Hence, approximately 50 percent of the shares of Susser common stock for which an election was made will be converted into the right to receive cash, with the other 50 percent receiving ETP units. These percentages are subject to change.

In addition to their belief in ETP, Susser shareholders perhaps elected to solely receive ETP units for tax purposes. Those receiving cash will be responsible for paying capital gains taxes -- assuming they sold their Susser shares at a profit -- on their 2014 tax returns. Those receiving ETP units will not need to pay such taxes until they decide to sell their stake in ETP in the future.

A final vote to approve ETP's acquisition of Susser will take place Thursday at a special meeting in Corpus Christi. If the merger is approved as expected, both ETP and Susser both stated publicly that the transaction will close Friday.

Energy Transfer Partners is a master limited partnership that is the parent company to Sunoco Inc. and Mid-Atlantic Convenience Stores.

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