Slide 1: 2Q 2015 Investor Update
2Q 2015 INVESTOR UPDATE August 2015
Slide 2: Forward-Looking Statements
FORWARD-LOOKING STATEMENTS Some of the statements in this presentation constitute “forward-looking statements” about Sunoco LP (“SUN”), Energy Transfer Partners, L.P. (“ETP”) and their respective affiliates that involve risks, uncertainties and assumptions, including, without limitation, our discuss
Slide 3: Non-GAAP Measures and Explanatory Note Regarding Presentation Scope and Format
NON-GAAP MEASURES AND EXPLANATORY NOTE REGARDING PRESENTATION SCOPE AND FORMAT This presentation includes certain non-GAAP financial measures as defined under SEC Regulation G. A reconciliation of those measures to the most directly comparable GAAP measures is provided in the appendix to this presen
Slide 4: Key Investment Highlights
KEY INVESTMENT HIGHLIGHTS Leading Position in SUN owns and represents some of the most iconic brands in the motor fuels industry an Attractive Industry wide non-fuel retail sales are strong and growing Industry Channel and geographic diversity has increased the stability of cash flows in the r
Slide 5: The Sun Transformation Is Well Underway
THE SUN TRANSFORMATION IS WELL UNDERWAY August 29, 2014: ETP acquired Susser Holdings (“Susser”), announced plan to drop Susser and Sunoco Inc. businesses into SUN September 25, 2014: SUN closed a new 5-year, $1.25 billion Credit Facility. April 10, 2015: SUN amended its Credit Facility and expanded
Slide 6: Strategic Growth at SUN
SIGNIFICANT DROP DOWN AND ACQUISITION ACTIVITY DRIVING STRATEGIC GROWTH AT SUN… SUN (1) MACS / Aloha 31.58% of Susser Holdings SUN Today Tigermarket Petroleum, Ltd. Sunoco LLC Corp Date August 29, October 1, December 16, April 1, 2015 July 31, 2015 2014 2014 2014 Description Wholesale fuel Retail Le
Slide 7: ... With a Diverse Platform for Future Growth
… WITH A DIVERSE PLATFORM FOR FUTURE GROWTH Additional Potential Current SUN Drop #3: Susser Holdings SUN Pro Forma Future Growth FYE 12/31/14 Adjusted EBITDA ($MM): $307 (1) $161 -- N/A LTM 6/30/15 Motor 2,957(2) 1,234 3,579 7,770 Fuel Sales (MM Gallons): LTM 6/30/15 $208 (2) $1,314 $551 $2,073 Mer
Slide 8: Drop Down #3: SUN LP Closed on 100% of Susser Holdings Corporation
DROP DOWN #3: SUN LP CLOSED ON 100% OF SUSSER HOLDINGS CORPORATION ON JULY 31, 2015 Overview Geographic Footprint (1) Susser engages in the operation of retail convenience stores, wholesale consignment sales, and transportation in Texas, Oklahoma and New Mexico 679 retail sites Among the leadi
Slide 9: Drop Down #2: SUN LP Closed on 31.6% of Sunoco LLC
DROP DOWN #2: SUN LP CLOSED ON 31.6% OF SUNOCO LLC ON APRIL 1, 2015 Sunoco LLC is primarily engaged in the wholesale distribution of motor fuels across more than 26 states throughout the East Coast and Southeast Geographic Footprint (1) regions of the U.S. from Maine to Florida and from Florida to
Slide 10: Significant Additional Scale Opportunity for SUN
SIGNIFICANT ADDITIONAL SCALE OPPORTUNITY FOR SUN Site Count as of June 30, 2015 SUN Sites (SUN + MACS / Assets Held at Company Operated Susser ETP(1) Total Tiger + Aloha + 31.58% Sunoco LLC) Dealer / Distributor Operated Coop 155 679 440 1,274 6 SUN Terminals Third Party 2,248 85 3,155 5,488 Total S
Slide 11: Multiple Avenues for Organic Growth
MULTIPLE AVENUES FOR ORGANIC GROWTH New to Industry (“NTI”) Raze & Rebuilds Purchase and leaseback 30 to 40 new convenience Increases returns on existing sites with attractive stores that Stripes plans to build in 2015 volume and customer traffic Targeted in high growth markets with favorable
Slide 12: SUN Will Target Prudent Growth via Acquisitions
SUN WILL TARGET PRUDENT GROWTH VIA ACQUISITIONS SUN will continue to look to opportunistically acquire strong performing retail and wholesale businesses / assets in attractive markets We evaluate potential acquisitions through the following criteria: Financial hurdles Geography Market marg
Slide 13: SUN Has Consistently Grown Distributions Since 2012 IPO
SUN HAS CONSISTENTLY GROWN DISTRIBUTIONS SINCE 2012 IPO $ / Unit $0.80 25% DPU CAGR $0.70 $0.69 $0.65 $0.60 $0.60 $0.55 $0.50 $0.52 $0.50 2.0 $0.49 $0.47 $0.45 1.5 $0.40 1.0 0.5 0.0 3Q 2014 4Q 2014 1Q 2015 2Q 2012 $0.30 Coverage - LTM $0.20 2Q 2013 3Q 2013 4Q 2013 1Q 2014 2Q 2014 3Q 2014 4Q 2014 1Q
Slide 14: SUN LP Capital Structure & Liquidity
SUN LP CAPITAL STRUCTURE & LIQUIDITY ($ in Millions) Historical 6/30/15 As Adjusted 6/30/15 (1) Cash $ 63 $ 63 Debt $1.5 Billion Revolver 725 886 6.375% Senior Notes Due 2023 800 800 5.5% Senior Notes Due 2020 - 600 Other Debt 183 183 Total Debt 1,708 2,470 Market Capitalization(2) 1,299 2,695 Total
Slide 15: SUN Pro Forma Wholesale and Retail Margins Are Resilient Through Commodity Cycles
SUN PRO FORMA WHOLESALE AND RETAIL MARGINS ARE RESILIENT THROUGH COMMODITY CYCLES Cents/gal $/bbl 30 150 25 130 20 110 15 90 10 70 5 50 0 30 2006 2007 2008 2009 2010 2011 2012 2013 2014 WTI ($/bbl) Susser (cents/gal) Pro Forma SUN Retail Margins (cents/gal) Wholesale Margin (cents/gal) Note: Wholesa
Slide 16: Diversified Lines of Business Generate a Portfolio of Stable Cash Flows
DIVERSIFIED LINES OF BUSINESS GENERATE A PORTFOLIO OF STABLE CASH FLOWS… Gross Profit Contribution By Channel (LTM 6/30/15) Current SUN (1) SUN Pro Forma (2) 13% 16% 7% 2% 24% 13% 13% 18% 42% 9% 27% 58% Total = $582 million Total = $1,314 million 59% Retail Fuel Wholesale Fuel Merch & Other C-Store
Slide 17: ...While Diversified Sales Channels Provide a Strong Business Profile
…WHILE DIVERSIFIED SALES CHANNELS PROVIDE A STRONG BUSINESS PROFILE SUN Pro Forma Gallons Sold by Channel (1) Wholesale “Company Owned (2) / Dealer Operated” - Earn fuel margin and rental income from long-term fuel supply and lease arrangement. Dealer operates under Sunoco or other major fuel bran
Slide 18: Organic Growth, Acquisitions and Drop Downs Have Meaningfully Increased Cash Flow
ORGANIC GROWTH, ACQUISITIONS AND DROP DOWNS HAVE MEANINGFULLY INCREASED CASH FLOW, SCALE AND DIVERSITY Adjusted EBITDA ($MM) Gallons Sold (MM) SUN MACS & Aloha 31.58% Sunoco LLC Susser SUN MACS & Aloha 31.58% Sunoco LLC Susser 468 4,158 1,157 161 3,001 97 1,666 1,666 1,335 656 656 656 210 122 679 67
Slide 19: SUN Is Well Positioned for Long-Term Success
SUN IS WELL POSITIONED FOR LONG-TERM SUCCESS Diversified Business and Geography Mitigates Risk and Volatility Strong Track Leading Record of Market Stable Cash Position with Flows Iconic Brands Robust Drop Down Pipeline Supportive with Potential and Dedicated to Augment General Scale and Partners St
Slide 20: Investment Summary
INVESTMENT SUMMARY Stability Visible Growth • Significant amount of long-term, • Meaningful growth achievable fee-based contracts through significant inventory of drops from ETP • Historical stability of fuel margins • Ability to pursue combined retail / • Strong and resilient industry wholesale ass
Slide 21: Appendix
APPENDIX 21
Slide 22: Summary Org Structure
SUMMARY ORG STRUCTURE Publicly Traded MLP Energy Transfer Equity, L.P. (NYSE: ETE) Public Unitholders Energy Transfer Partners, L.P. 34.4% LP (NYSE: ETP) Interest (1) 50.8% LP Interest (1) 100% GP Interest, IDRs ETP Retail Marketing Segment Sunoco LP (2) (NYSE: SUN) Susser Petroleum Operating Compan
Slide 23: Energy Transfer Is Heavily Vested in the Long Term Success of SUN
ENERGY TRANSFER IS HEAVILY VESTED IN THE LONG TERM SUCCESS OF SUN Energy Transfer’s Interests are Clearly Aligned with SUN’s Provides Experienced Flexibility Team that has Around Capital Managed Structure and Acquisitions, Future Drop ETP owns SUN’s Integrations, Down GP + IDRs(1) and Transitions Co
Slide 24: Q2 2015 Update
Q2 2015 UPDATE (All dollars and gallons in millions) Quarter Ending June 2014 Quarter Ending June 2015 % Change Total Fuel Gallons 461.8 1,921.8 316% Retail 0.0 71.1 Wholesale third-party 168.6 1,254.8 644% Wholesale affiliated 293.2 595.9 103% Average Fuel Margin 3.7 7.3 97% cents/gallon Retail 0.0
Slide 25: Susser Holdings Corporation Transaction Overview
SUSSER HOLDINGS CORPORATION TRANSACTION OVERVIEW On July 14, 2015 SUN entered into a contribution agreement with Energy Transfer Partners, L.P. and certain of its subsidiaries (collectively, “ETP”) to acquire 100% of the outstanding capital stock of Susser Holdings Corporation (“Susser”) (the “Sus
Slide 26: Susser: A Platform for Significant Growth
SUSSER: A PLATFORM FOR SIGNIFICANT GROWTH Organic and Acquired Growth Susser provides a platform for significant growth Robust organic growth through new-to-industry store build program Successful track record of acquiring growth Trending towards larger, more profitable store layouts Avera
Slide 27: Stripes: Strong Track Record of Same Store Sales Growth
STRIPES: STRONG TRACK RECORD OF SAME STORE SALES GROWTH Overview Food Service Sales (1) 26 straight years of same store sales growth $300 $250 Above industry average inside-sales business $200 Laredo Taco Company helps drive same $150 $285 store sales growth through customer $243 $100 $166 $18
Slide 28: Generating Growth Through Integration and Execution of Strategy
GENERATING GROWTH THROUGH INTEGRATION AND EXECUTION OF STRATEGY… Key Drivers Average Fuel Gallons Sold per Susser Retail Store (000s) Leveraging powerful fuel brands 1,800 1,705 1,700 1,669 Significant scale in procurement 1,578 1,600 1,491 New large-scale store format enables growth 1,500 1,4
Slide 29: ...Resulting in Consistent Growth
…RESULTING IN CONSISTENT GROWTH Merchandise Same Store Sales Growth (1) 8.0% 7.4% 6.7% 5.6% 5.8% 5.8% 5.8% 6.1% 5.0% 4.2% 4.0% 4.4% 3.9% 3.4% 3.1% 2.2% 2.4% 1.9% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 2011 2012 2013 2014 2015 Annual Growth 26.0% 29.0% 12.8% 22.0% Average Retail Gallon
Slide 30: SUN LP Poised to Hold a Leading Position in a Stable & Thriving C-Store Industry
SUN LP POISED TO HOLD A LEADING POSITION IN A STABLE & THRIVING C-STORE INDUSTRY Resilient industry growth ‒ 2014 marked the 12th consecutive year of industry-wide merchandise sales growth Increasing demand for convenience and improved foodservice offerings continues to drive merchandise sales g
Slide 31: Fragmented Convenience Store Industry Offers Attractive Acquisition Opportunities
FRAGMENTED CONVENIENCE STORE INDUSTRY OFFERS ATTRACTIVE ACQUISITION OPPORTUNITIES Industry is highly fragmented with over Ownership of ~ 128,000 Convenience 47,000 stores comprising chain operators Stores Selling Fuel (1) with greater than ten locations in their portfolio We continually evaluate
Slide 32: Fuel Distribution Produces Significant Qualifying Income
FUEL DISTRIBUTION PRODUCES SIGNIFICANT QUALIFYING INCOME Qualifying Non-Qualifying Wholesale supply of fuel to related Sales of fuel products to retail party, independent dealers or lessee customers dealers, and most 3rd parties Merchandise sales Real property rental income from Rental inc
Slide 33: SUN Reconciliation of Adjusted EBITDA to Net Income
SUN RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME ($ in Thousands) Predecessor Successor Pro Forma Pro Forma Combined Actual Combined Fiscal Year Fiscal Year Fiscal Year Results for the Results for the Ended Ended Ended Twelve Months Twelve Months Fiscal Year December 31, December 31, December 31,
Slide 34: SUN Reconciliation of Adjusted EBITDA to Net Income
SUN RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME ($ in Thousands) Fiscal Year Ended 1Q Ended March 31, December 31, 2014 2013 2014 Net Income (loss) $57,786 $10,132 $17,918 Depreciation, amortization and accretion 26,955 3,326 17,566 Interest expense, net 14,329 1,502 8,197 Income tax expense 2,3
Slide 35: Sunoco LLC Reconciliation of Adjusted EBITDA to Net Income
SUNOCO LLC RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME ($ in Thousands) Fiscal Year Ended December 31, 2013 2014 Net income (loss) $134,413 $36,732 Depreciation, amortization and accretion 48,091 50,547 Income tax expense 65,774 44,862 EBITDA 248,278 132,141 Non-cash unit based compensation 777
Slide 36: Sunoco LP Reconciliation of Net Income to Adjusted EBITDA
SUNOCO LP RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA ($ in Thousands) Predecessor Successor Pro Forma Fiscal Year Fiscal Year Fiscal Year Combined Actual Combined Actual Ended Ended Ended Results Results December 31, December 31, December 31, for the Twelve Months for the Twelve Months Ended De
Slide 37: Susser Reconciliation of Net Income to Adjusted EBITDA
SUSSER RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA ($ in Thousands) Historical (1) Pro Forma Adjustments Pro Forma Memo - EBITDA and DCF reconciliation Susser SUN (2) Adjustments (3) Susser Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended December 31, December 31, December 31, 2014 2014 201