Barbara L. Becker
Barbara L. Becker

In a marriage of convenience, Sunoco owner Energy Transfer Partners is acquiring gas station owner Susser Holdings for $1.8 billion in cash and units. Gibson, Dunn & Crutcher partner and co-chair of the M&A group, Barbara L. Becker, served on the team that advised Susser Holdings.

The merger will bring together ETP’s approximately 4,900 Sunoco retail outlets and nearly 400 APlus convenience stores and Susser’s 630 retail convenience stores that sell gasoline. According to ETP, the acquisition is part of a long-term plan to build a stand-alone diversified retail business.

Under the terms of the merger agreement, which has been unanimously approved by the boards of both companies, shareholders of Susser Holdings will have the option to elect to receive either $80.25 in cash or 1.4506 ETP common units, or a combination of both, for each share held. By acquiring Susser Holdings, ETP will own the general partner interest and the incentive distribution rights in Susser Petroleum Partners LP’s approximately 11 million SUSP common units, and SUSS’ existing retail operations.

“The combination with Energy Transfer Partners and Sunoco is the right next step for Susser Holdings and delivers significant value for Susser Holdings shareholders. This transaction also enables our shareholders who elect ETP units to participate in the future growth of the retail business,” said Sam L. Susser, chairman and CEO of Susser Holdings in a statement.

Becker was part of the team led by Gibson Dunn partner Jay Tabor, which included associates Saee Muzumdar and Quinton Farrar.

Becker, who has served as a member of the firm-wide Executive Committee and is the New York hiring partner and the chair of the firm-wide Diversity Committee, advises companies on all significant business and legal issues, including mergers and acquisitions, joint ventures and general corporate matters. She also advises boards of directors and special committees of public companies.