Superior Plus Announces Expansion of its Fuel Distribution Business with a US$82.5 Million Acquisition and a CDN$45 Million Bought Deal Equity Financing



    
    /NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
    DISSEMINATION IN THE UNITED STATES/

    TSX: SPB
    

    CALGARY, Sept. 2 /CNW/ - Superior Plus Corp. ("Superior") is pleased to
announce that it has entered into an agreement to acquire certain assets which
make up a retail heating oil and propane distribution business ("Sunoco Retail
Heat") from Sunoco, Inc. (R&M), and Sunoco, Inc. both Pennsylvania
corporations, for an aggregate purchase price of approximately US$82.5 million
in cash plus working capital. Closing of the acquisition is subject to
customary regulatory and commercial closing conditions and is anticipated to
be completed in September 2009.
    Sunoco Retail Heat is a US distributor of a broad range of liquid fuels
and propane gas serving markets in Pennsylvania and New York which also
provides comprehensive services to its customers. Sunoco Retail Heat has a
distribution network which includes the operation of two pipeline-supplied
fuel terminals and 22 retail bulk plants providing up to 20 million gallons of
storage capacity in its core markets. In 2008, Sunoco Retail Heat delivered
approximately 160 million gallons of heating oil, gasoline, diesel fuel,
kerosene and propane to a diversified customer base of 97,000 residential and
commercial customers including residential homeowners, agriculture and
construction companies, municipalities and schools. Sunoco Retail Heat
services its customers through a modernized fleet of approximately 356
delivery and service vehicles with an average age of less than 7.5 years.
Sunoco Retail Heat's management team has demonstrated significant growth both
organically and through acquisitions by completing 37 transactions since 1999
while successfully managing through various economic cycles.
    Grant Billing, Chairman and Chief Executive Officer of Superior, stated
that, "We are very pleased to enter into this transaction to expand our fuel
distribution business as part of Superior's growth strategy. Sunoco Retail
Heat's business operations in Pennsylvania and New York are an excellent
strategic fit and are complementary to Superior's existing propane
distribution operations in Canada. In addition to increasing residential and
commercial heating oil products and services, Sunoco Retail Heat's
distribution network will expand Superior's fuel distribution footprint into
the United States."
    The heating oil and propane distribution business is highly fragmented
throughout the north-eastern United States and eastern Canada. Superior
intends to pursue additional acquisition and consolidation opportunities in
the industry, enhance Sunoco Retail Heat's propane and service offerings as
well as expand heating oil distribution at some of Superior Propane's current
locations.
    Sunoco Retail Heat's fuel distribution mix consists of approximately 81%
distillates (principally heating oil and diesel fuel), 15% gasoline, and 4%
propane based upon 2008 volumes. Sunoco Retail Heat has a diversified customer
profile consisting of 88% residential customers and 12% commercial customers.
Similar to Superior Propane's operations, Sunoco Retail Heat provides its
customers with a full service offering of reliable fuel delivery and high
quality heating, ventilation, and air conditioning support services.
    The transaction after accounting for the equity offering is expected to
be accretive to Adjusted Operating Cash Flow per share ("AOCF") adding
approximately 2 cents per share based on 2010 forecasted projections. The 12
month trailing EBITDA up to June 30, 2009 was approximately US$14 million. The
proposed acquisition of Sunoco Retail Heat is expected to increase Superior's
AOCF and expand its geographic and market diversification providing additional
support for a stable dividend in the future.
    In addition, Superior is pleased to announce that it has entered into an
agreement, on a bought deal basis, with a syndicate of underwriters co-led by
TD Securities Inc., Scotia Capital Inc., and National Bank Financial Inc., and
including CIBC, BMO Capital Markets and Cormark Securities Inc. for an
offering of 3,970,000 common shares at $11.35 per share to raise gross
proceeds of approximately $45 million. Closing is expected to occur on or
about September 23, 2009 and is subject to customary regulatory approvals.
Superior has also granted the underwriters a 15% over-allotment option to
purchase, on the same terms, up to an additional 595,500 of Superior shares.
This option is exercisable, in whole or in part, by the underwriters at any
time up to 30 days after closing. If the option is exercised in full, the
total gross proceeds raised under this offering will be approximately $52
million. Closing of the financing is not subject to the successful completion
of the Sunoco acquisition. The remainder of the purchase price will be
financed by Superior drawing on its $570 million syndicated credit facility.

    
    Conference Call
    ---------------
    
    Superior will be conducting a conference call and webcast for investors,
analysts, brokers and media representatives to discuss the acquisition of
Sunoco Retail Heat at 7:30 a.m. MST on September 2, 2009. To participate in
the call, dial: 1-800-731-5319. A recording of the call will be available for
replay until midnight, October 3, 2009. To access the recording, dial:
1-877-289-8525 and enter pass code: 21313980, followed by the pound key.
Internet users can listen to the call live, or as an archived call, on
Superior's website at www.superiorplus.com.

    
    Corporate Presentation
    ----------------------
    A corporate presentation discussing the acquisition of Sunoco Retail Heat
can be found on Superior's website at www.superiorplus.com under the
presentation section.

    About the Corporation
    ---------------------
    
    Superior is a diversified corporation. Superior holds 100% of Superior
Plus LP, a limited partnership formed between Superior General Partner Inc.,
as general partner and Superior as limited partner. Superior Plus is focused
on stability of dividends with value growth and has four Canadian based
operating businesses: Superior Propane is Canada's largest distributor of
propane and related products and services; ERCO Worldwide is a leading
supplier of chemicals and technology to the pulp and paper industries and a
regional Midwest supplier of chloralkali and potassium products; Winroc is a
leading distributor of walls and ceilings construction products in North
America; and Superior Energy Management provides fixed-price natural gas
supply services in Ontario, Quebec, and British Columbia along with
fixed-price electricity supply services in Ontario.

    
    Superior's shares and convertible debentures trade on the TSX as follows:

    Trading
    Symbol      Security                      Issued and Outstanding
    -------------------------------------------------------------------------
    SPB         Common Shares                  88.4 million
    SPB.db.b    5.75% Debentures, Series 1   $174.9 million principal amount
    SPB.db.c    5.85% Debentures, Series 1    $75.0 million principal amount
    SPB.db.d    7.5% Debentures               $60.0 million principal amount
    -------------------------------------------------------------------------
    

    Forward Looking Information

    Certain information included in this Press Release is forward-looking,
within the meaning of applicable Canadian securities laws. Much of this
information can be identified by looking for words such as "believe",
"expects", "expected", "will", "intends", "projects", "anticipates",
"estimates", "continues" or similar words. In particular, this press release
includes forward-looking information pertaining to the completion and proposed
timing of the acquisition of Sunoco Retail Heat (the "Acquisition"),
Superior's business strategy including future plans to expand the acquired
Sunoco Retail Heat's facilities; the perceived benefits of the Acquisition,
future adjusted operating cash flows and future dividends. Superior believes
the expectations reflected in such forward-looking information are reasonable
but no assurance can be given that these expectations will prove to be correct
and such forward-looking statements should not be unduly relied upon.
    Forward-looking information is based on current information and
expectations that involve a number of risks and uncertainties, which could
cause actual results to differ materially from those anticipated. These risks
include, but are not limited to, risks associated with the ability to satisfy
regulatory and commercial closing conditions of the Acquisition, the
uncertainty associated with accessing capital markets and the risks related to
Superior's businesses including those identified in Superior's 2008 Annual
Information Form under the heading "Risk Factors". Reference should be made to
this additional information prior to making any investment decision. Forward
looking information contained in this press release is made as of the date
hereof and is subject to change. The company assumes no obligation to revise
or update forward looking information to reflect new circumstances, except as
required by law.





For further information:

For further information: about Superior, please visit our website at:
www.superiorplus.com or contact: Wayne Bingham, Executive Vice-President and
Chief Financial Officer, Tel: (403) 218-2951, Fax: (403) 218-2973, E-mail:
wbingham@superiorplus.com; or A. Scott Daniel, Vice-President, Treasurer and
Investor Relations, Tel: (403) 218-2953, Fax: (403) 218-2973, E-mail:
sdaniel@superiorplus.com, Toll Free: 1-866-490-PLUS (7587)

Organization Profile

SUPERIOR PLUS CORP.

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