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Sunoco LP(SUN) - 2025 Q3 - Quarterly Report

Acquisitions - The Partnership completed the acquisition of Parkland on October 31, 2025, with Parkland shareholders receiving 0.295 SunocoCorp units and C$19.80 for each Parkland share[108]. - The Partnership entered into an agreement to acquire TanQuid for approximately €500 million (approximately $587 million), expected to close in Q4 2025[112]. - In Q1 2025, the Partnership acquired fuel equipment and supply agreements for approximately $17 million, including $12 million in cash[113]. - In Q2 2025, the Partnership acquired 151 fuel distribution consignment sites for approximately $105 million, including $92 million in cash[114]. - In Q3 2025, the Partnership acquired approximately 70 fuel distribution consignment sites for total cash consideration of approximately $85 million[115]. Financial Performance - For the three months ended September 30, 2025, consolidated Adjusted EBITDA increased to $489 million, up $33 million from $456 million in the same period last year[125]. - For the nine months ended September 30, 2025, consolidated Adjusted EBITDA rose to $1.401 billion, an increase of $383 million compared to $1.018 billion in the prior year[125]. - Net income for the three months ended September 30, 2025, was $137 million, a significant increase from $2 million in the same period last year[125]. - Net income for the nine months ended September 30, 2025, decreased to $430 million from $733 million, primarily due to a $598 million gain on the West Texas Sale in April 2024[125]. - Revenues for the nine months ended September 30, 2025 were $16.071 billion, with a net income of $200 million[171]. Segment Performance - Segment Adjusted EBITDA for Fuel Distribution decreased by $21 million to $232 million for the three months ended September 30, 2025, and by $58 million to $658 million for the nine months[125]. - Segment Adjusted EBITDA for Pipeline Systems increased by $46 million to $182 million for the three months ended September 30, 2025, and by $342 million to $531 million for the nine months[125]. - Fuel Distribution segment profit for Q3 2025 was $329 million, up 101% from $164 million in Q3 2024[140]. - Pipeline Systems segment profit increased by 19% to $189 million in Q3 2025 from $159 million in Q3 2024[141]. - Terminals segment profit rose by 27% to $128 million in Q3 2025 compared to $101 million in Q3 2024[141]. Cash Flow and Liquidity - Cash provided by operating activities for the nine months ended September 30, 2025 was $800 million, compared to $426 million for the same period in 2024[150]. - As of September 30, 2025, the company had $3.24 billion in cash and cash equivalents and $1.45 billion in borrowing capacity on its Credit Facility[147]. - The company expects to utilize cash from operations and Credit Facility capacity to fund growth capital expenditures for 2025[147]. - The unused availability on the Credit Facility as of September 30, 2025 was $1.45 billion, with a weighted average interest rate of 6.42%[166]. Debt and Financing - As of September 30, 2025, total consolidated indebtedness was $9.478 billion, an increase from $7.486 billion as of December 31, 2024[161]. - The Partnership issued $1.00 billion aggregate principal amount of 6.250% senior notes due 2033 in March 2025 to repay $600 million of senior notes due 2025[162]. - In September 2025, the Partnership issued $1.00 billion of 5.625% senior notes due 2031 and $900 million of 5.875% senior notes due 2034 to fund the Parkland Acquisition[163]. - Net cash provided by financing activities during 2025 was $2.94 billion, compared to net cash used in financing activities of $948 million in 2024[158]. Capital Expenditures - Capital expenditures for 2025 were $418 million, which included $310 million for growth capital and $108 million for maintenance capital[159]. - The company expects to spend approximately $150 million in maintenance capital expenditures and at least $400 million in growth capital for the full year 2025[160]. Accounting and Compliance - The Partnership's critical accounting estimates remain unchanged since the filing of the Annual Report on Form 10-K for the year ended December 31, 2024[174]. - The company was in compliance with all financial covenants as of September 30, 2025[166].