Sunoco LP 8-K

What Happened

• Sunoco LP (SUN) filed a Form 8-K on Feb. 26, 2026 announcing the commencement of a private offering of senior notes (the “Notes Offering”) and furnished a press release and pro forma financial information.
• The partnership said it intends to use net proceeds from the Notes Offering, together with borrowings under its revolving credit facility, to redeem NuStar Logistics, L.P.’s 6.000% senior notes due 2026 (the “NuStar 2026 Notes”) and Sunoco’s 6.000% senior notes due 2027 (the “Sunoco 2027 Notes”).

Key Details

• Press release and disclosures dated Feb. 26, 2026; pro forma unaudited combined statement of operations provided for the 12 months ended Dec. 31, 2025 (Exhibit 99.2).
• Cash and liquidity as of Feb. 23, 2026: $500 million of cash and cash equivalents; approximately $338 million outstanding borrowings under the revolving credit facility (excluding ~$53 million in standby letters of credit); about $2,109 million of additional available borrowing capacity.
• Expected redemptions and terms: NuStar 2026 Notes expected redeemed on or about March 9, 2026; Sunoco 2027 Notes expected redeemed on or about March 30, 2026; redemption price = 100.000% of principal plus accrued interest. Redemption of the Sunoco 2027 Notes is conditioned on closing of the Notes Offering.

Why It Matters

• The filing shows Sunoco is refinancing near-term debt by issuing new senior notes and using its revolver, which, if completed, will retire the specified 2026 and 2027 maturities and alter the partnership’s debt schedule.
• Investors should note the disclosed cash, revolver borrowings and available capacity figures to assess Sunoco’s near-term liquidity and its ability to complete the planned redemptions; the pro forma financials for 2025 are included to show the expected post-transaction operating impact.