Sunoco Logistics Partners L.P. Announces Pricing of Senior Notes

PHILADELPHIA--(BUSINESS WIRE)--Sunoco Logistics Partners L.P. (NYSE: SXL) announced that its wholly owned subsidiary, Sunoco Logistics Partners Operations L.P., priced a public offering of $300 million aggregate principal amount of 4.65% senior notes, maturing on February 15, 2022, at 99.948% of par value and $300 million aggregate principal amount of 6.10% senior notes, maturing on February 15, 2042, at 99.955% of par value. This offering was made pursuant to an effective shelf registration statement on Form S-3, as amended, previously filed with the Securities and Exchange Commission. Net proceeds received from this offering will be used to repay outstanding borrowings under the Partnership’s $395 million revolving credit facility and for general partnership purposes, including to finance pending and future acquisitions.

Barclays Capital Inc. and Citigroup Global Markets Inc. are joint book-running managers for the senior notes offering. Wells Fargo Securities, LLC, RBS Securities Inc. and TD Securities (USA) LLC are senior co-managers for the senior notes offering. Mizuho Securities USA Inc., Mitsubishi UFJ Securities (USA), Inc., UBS Securities LLC, Scotia Capital (USA) Inc., PNC Capital Markets LLC, Deutsche Bank Securities Inc. and U.S. Bancorp Investments, Inc. are co-managers for the senior notes offering.

A copy of the final prospectus supplement and the accompanying prospectus related to this offering may be obtained from Barclays Capital Inc., c/o Broadridge Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling toll-free at [phone] or e-mailing [e-mail], or Citigroup Global Markets Inc., Brooklyn Army Terminal, Attention: Prospectus Department, 140 58^th Street, Brooklyn, NY 11220, or by calling toll-free at [phone] or emailing [e-mail]. You may also obtain these documents for free by visiting the SEC website at www.sec.gov.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and related prospectus supplement.

Sunoco Logistics Partners L.P. (NYSE: SXL), headquartered in Philadelphia, is a master limited partnership that owns and operates a logistics business consisting of a geographically diverse portfolio of complementary pipeline, terminalling and crude oil acquisition and marketing assets. The Refined Products Pipeline System consists of approximately 2,500 miles of refined products pipelines located in the northeast, midwest and southwest United States and equity interests in four refined products pipelines. The Terminal Facilities consist of approximately 39 million shell barrels of refined products and crude oil terminal capacity (including approximately 21 million shell barrels of capacity at the Nederland Terminal on the Gulf Coast of Texas and approximately 5 million shell barrels of capacity at the Eagle Point Terminal on the banks of the Delaware River in New Jersey). The Crude Oil Pipeline System consists of approximately 5,400 miles of crude oil pipelines, located principally in Oklahoma and Texas.

Statements in the foregoing announcement that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are based upon assumptions by Sunoco Logistics Partners L.P. (the “Partnership”) concerning future conditions, any or all of which ultimately may prove to be inaccurate, and upon the current knowledge, beliefs and expectations of Partnership management. These forward-looking statements are not guarantees of future performance. Although we believe such assumptions are reasonable, investors are strongly cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this announcement, and which involve risks and uncertainties that may affect our business and cause actual results to differ materially from expectations. Such risks and uncertainties include, by way of example and not of limitation: our ability to consummate announced acquisitions and successfully integrate them into our existing operations, at the prices and within the timeframes announced; potential changes in market factors (competition, supply or demand); and possible changes in operating conditions and costs. Additional risks and uncertainties include economic, business, competitive and/or regulatory factors affecting our business, as well as uncertainties related to the outcomes of pending or future litigation, legislation, or regulatory actions. Unpredictable or unknown factors not discussed in this release also could have a material adverse effect on forward-looking statements. The Partnership has included in its Annual Report on Form 10-K for the year ended December 31, 2010, and in its subsequent Form 10-Q and Form 8-K filings, cautionary language identifying other important factors (though not necessarily all such factors) that could cause future outcomes to differ materially from those set forth in the forward-looking statements. For more information concerning these factors, see the Partnership’s Securities and Exchange Commission filings, available on the Partnership's website at www.SunocoLogistics.com. The Partnership expressly disclaims any obligation to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.