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MergersAndAcquisitions

Weil Advises Sunoco on $9.1B Acquisition of Parkland Corporation

In a major cross-border transaction, Weil, Gotshal & Manges LLP is advising Sunoco LP in its $9.1 billion acquisition of Parkland Corporation. The deal, structured as a cash and equity transaction, includes the assumption of Parkland’s existing debt and marks a significant expansion for Sunoco in the North American energy distribution sector. As part of the acquisition, Sunoco plans to form a new publicly traded Delaware limited liability company, SUNCorp, LLC, consolidating its expanded operations. The transaction is expected to close in the second half of 2025, subject to customary closing conditions, including regulatory approvals. The Weil team advising Sunoco is spearheaded by prominent M&A partners Michael J. Aiello, Sachin Kohli, and Michelle Sargent. The transaction team also includes M&A counsel Robert Sevalrud and associates Joe Diaz, Leah Soloff, and Katie Retzbach. Tax structuring is being led by Tax Department Chair Joseph Pari and International Tax Head Devon Bodoh, supported by associates Madeline Joerg and Grant Solomon. Executive Compensation & Benefits matters are being handled by Paul Wessel and associate Amanda Nowak. Antitrust aspects are overseen by partner Megan Granger and counsel Carla Hine and Marie-Marie de Fays. Advising on public company matters is partner Adé Heyliger, while Private Funds Regulatory partner David Wohl contributes on fund compliance and structure. This acquisition underscores a growing trend of consolidation in the energy and fuel distribution industry, as companies seek to optimize operations, scale their reach, and streamline supply chains. For Sunoco, acquiring Parkland’s broad retail and wholesale footprint across North America is expected to bolster long-term growth and market penetration. Weil’s role in the transaction highlights the firm’s continued leadership in high-value, complex M&A transactions across energy and infrastructure sectors.

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Sony Board to Decide on $10-Billion Merger with Zee Entertainment Amid Leadership Dispute

Sony Group has convened a board meeting on January 19 to determine the fate of the proposed $10-billion merger with Zee Entertainment Enterprises. The decision, expected to be communicated to the Tokyo Stock Exchange next week, may indicate a potential discontinuation of the merger plan. The key point of contention revolves around the leadership of the merged entity, particularly the role of Punit Goenka, Zee’s current CEO and son of its founder Subhash Chandra. Despite the 2021 agreement designating Goenka as the CEO of the merged company, Sony has shifted its stance and is reluctant to have him lead the entity. This change is exacerbated by an ongoing regulatory investigation, with the Securities and Exchange Board of India (SEBI) alleging deceptive practices by Zee, including false claims about loan recovery and misuse of positions by Chandra and Goenka. The protracted stalemate over leadership has raised concerns within Sony about proceeding with the deal. Even after Goenka’s voluntary decision to relinquish the CEO position following the merger, uncertainties persist. Zee Entertainment’s request to extend the deadline for completing the deal, originally set for December 21, 2023, indicates unresolved issues, including the leadership role of Goenka, requiring additional time for negotiations. Insiders at Sony suggest that even if Goenka agrees to step down, meticulous scrutiny of condition precedent pacts and financial adjustments must occur before finalizing the merger. Zee’s financial performance has seen a significant decline since the merger announcement, with net profit plummeting from Rs 956 crore in FY22 to Rs 48 crore in FY23. The outcome of the board meeting carries significant implications for the future of the merger, as insiders indicate that for the deal to progress, Goenka may need to step down on the day the new merged company is established. The decision will shed light on whether Sony and Zee can overcome the leadership dispute and move forward with the high-profile merger.

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