In June 2010, Sunoco made the strategic decision to spin-off SunCoke Energy, Inc. as a separate, publicly-traded company. SunCoke Energy’s cokemaking business is separate and distinct from Sunoco’s transportation fuels business with different business models, different customers and no significant integration or synergies. As a separate company, SunCoke Energy, Inc. is better able to focus on its world-class steelmaking customers, directly access the financial markets and pursue its global growth strategies.
This separation occurred in two steps:
Please read the information statement distributed by Sunoco on or about January 9, 2012, for more information about this transaction.
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SunCoke Energy’s first day of trading as a public company was July 21, 2011.
If you held Sunoco common stock on the January 5, 2012, record date, you received a pro-rata distribution of SunCoke shares effective January 17, 2012. As a result, you became a shareholder in both companies.
Sunoco’s distribution of SunCoke shares to U.S. shareholders is generally considered a tax-free distribution. No gain or loss will be recognized by (and no amount will be included in income) in connection with this distribution, except with respect to any cash in lieu of fractional shares of SunCoke common stock paid. However, shareholders need to allocate their tax basis in Sunoco common stock between Sunoco and SunCoke on a basis relative to the fair market value of both companies at the time of the distribution. Please see the question below.
You are strongly advised to consult your own tax advisor as to the specific tax consequences to you of the distribution in light of your particular circumstances. Please see the information statement for additional information about the U.S. Federal Income Tax Consequences of the distribution.
Your original tax basis in Sunoco common stock will be allocated between Sunoco and SunCoke on a basis relative to the fair market value of both companies at the time of the distribution. Sunoco has completed IRS Form 8937, which contains the official information on this allocation. This form indicates that based on the stock price of SunCoke and Sunoco on the January 17, 2012, distribution date, this allocation is as follows:
Closing Stock Price on January 17, 2012:
Step 1: Calculate value of SXC stock distributed per share of SUN held.
0.53 x $13.40 = $7.10 » Value of SXC stock received per share of SUN
Step 2: Calculate the value above as a percentage of SUN’s market price on the January 17, 2012, distribution date:
$7.10 ÷ $42.31 = 16.8% » Percent of original tax basis allocable to SXC shares
83.2% » Percent of original tax basis retained by SUN shares
You are strongly advised to consult your own tax advisor as to the specific tax consequences to you of the distribution in light of your particular circumstances.
Registered holders of shares of Sunoco common stock who were entitled to receive the distribution were mailed a statement reflecting the deposit of shares of SunCoke Energy’s common stock into their account on or about January 23, 2012. Sunoco shareholders who hold their shares of Sunoco’s common stock through a broker, bank, or other nominee and were entitled to receive the distribution will have their brokerage account credited with shares of SunCoke Energy’s common stock.
SunCoke Energy, Inc. paid its very first cash dividend of $0.0585 per share on November 28, 2014, to shareholders of record on November 14, 2014. Future dividends will be declared at the discretion of SunCoke Energy’s Board of Directors.
SunCoke Energy’s common stock is listed on the New York Stock Exchange under the ticker symbol SXC.
Computershare is SunCoke Energy’s transfer agent. You can reach Computershare at:
You may sell your shares through the broker of your choice or by contacting Computershare at the phone and address above.
Please contact Computershare at the phone and address above.
Please visit the Stock Information page of our website.
Suncoke Energy, Inc. reports earnings on a quarterly basis. The date of future earnings releases will be posted to the Event Calendar page at least one week in advance.
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