NuStar Energy L.P.

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Ademi LLP is investigating NuStar (NYSE: NS) in connection with its transaction with Sunoco.

In the transaction, NuStar unitholders will receive only 0.400 Sunoco common units for each NuStar common unit in an all-equity deal valued at $7.3 billion, including assumed debt. The transaction agreement unreasonably limits competing transactions for NuStar by imposing a significant penalty if NuStar accepts a competing bid. NuStar insiders will receive substantial benefits as part of change of control arrangements.

We are investigating the conduct of NuStar’s board of directors, and whether they are fulfilling their fiduciary duties to all unitholders.