Parkland Corporation announced that in connection with the successful completion of its previously announced consent solicitations, Parkland, the applicable Guarantors and the applicable trustees have executed supplemental indentures (the "Supplemental Indentures") to amend the indentures (the "Indentures") governing the notes listed below (the "Notes"). The consent solicitations were made in connection with Parkland's definitive agreement whereby Sunoco LP ("Sunoco") will acquire the issued and outstanding common shares of Parkland (the "Transaction"), which was previously announced on May 5, 2025. Series of Notes (US dollar denominated): 5.875% Senior Notes due 2027; 4.500% Senior Notes due 2029; 4.625% Senior Notes due 2030 and 6.625% Senior Notes due 2032.
Series of Notes (Canadian dollar denominated): 6.000% Senior Notes due 2028 and 4.375% Senior Notes due 2029. The Supplemental Indentures amended the Indentures by (collectively, the "COC Amendments"): (a) eliminating Parkland's potential obligation under such Indenture to make a "Change of Control Offer" (as defined in such Indenture) as a result of the Transaction; and (b) amending the defined term "Change of Control" in such Indenture to provide that Sunoco and its affiliates will be "Qualified Owners" of Parkland. The Supplemental Indentures became effective upon their execution and are binding on all Holders, as defined in that certain consent solicitation statement issued on May 27, 2025 (the "Consent Solicitation Statement"), including those who did not deliver a consent at or prior to the Expiration Date, as defined in the Consent Solicitation Statement.
The COC Amendments will cease to become operative if the Transaction is not consummated or if the applicable consent fees are not paid to the applicable depositary or tabulation agent.
