The deal forms a part of Sun’s strategy to become a stand-alone retail gasoline distributor, while ETP will refocus on its core energy midstream business.
Sun has agreed to pay $775m in cash and issue $40.8m of its common units to ETP Retail Holdings.
Subject to customary closing conditions and completion of financing arrangements, the transaction will be completed in April.
Sun president and CEO Robert Owens said: "This transaction gives us new exposure to customers in 26 states from Maine to Florida to Louisiana, where the Sunoco fuel brand is very strong, complementing our current base of wholesale customers in the Southwest and Hawaii.
"We will also enhance our sales channel portfolio with additional jobbers — who supply fuel to independent retailers — in our mix of customers."
Sunoco LP is majority-owned and managed by ETP, which also owns Sunoco Inc and Stripes LLC.
ETP had announced plans to bring Sunoco Inc. and Stripes LLC together under Sunoco LP through a series of asset dropdowns from ETP to Sun.
Sun primarily distributes motor fuel to convenience stores, independent dealers, commercial customers and distributors. The company also operates more than 150 convenience stores and retail fuel sites.
