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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
OCTOBER 23, 2006
COMMISSION FILE NUMBER: 001-33084
SUSSER HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 01-0864257
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
4433 BALDWIN BOULEVARD
CORPUS CHRISTI, TEXAS 78408
(Address of principal executive offices, including zip codes)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (361) 884-2463
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act
(17CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
FIRST SUPPLEMENTAL INDENTURE
On October 23, 2006, Susser Holdings, L.L.C. and Susser Finance
Corporation, two of the registrant's subsidiaries (collectively, the "Issuers"),
entered into a First Supplemental Indenture among the Issuers, each of the
guarantors party thereto and The Bank of New York, as trustee under that certain
Indenture, dated December 21, 2005 (the "Indenture"), governing the Issuers'
$170,000,000 aggregate principal amount 10 5/8% senior notes due 2013 (the
"Notes"). The First Supplemental Indenture corrects the redemption price of the
Notes as set forth in Section 3.07(a) of the Indenture and paragraph (5)(a) of
the Notes with respect to redemptions with the net cash proceeds of a Public
Equity Offering (as defined in the Indenture) to "110.625%" in order to conform
the text of the Indenture, the Notes and the Note Guarantees (as defined in the
Indenture) to the provisions of the "Description of Notes" in the Offering
Memorandum (as defined in the Indenture) pursuant to Section 9.01(5) of the
Indenture.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS
Exhibit Number Exhibit Description
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4.4 First Supplemental Indenture, dated as of October 23,
2006, by and among Susser Holdings, L.L.C., Susser
Finance Corporation, each of the Guarantors party
thereto, and the Bank of New York.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SUSSER HOLDINGS CORPORATION
Date: October 27, 2006
By: /s/ E. V. Bonner, Jr.
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Name: E.V. Bonner, Jr.
Title: Executive Vice President, General
Counsel & Secretary
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