Energy Transfer Equity, L.P. (NYSE: ETE)
and Energy Transfer Partners, L.P. (NYSE:
ETP) today announced that ETE’s Registration Statement on
Form S-4 relating to the previously announced merger transaction
between ETE and ETP has been declared effective as of September 7,
2018 by the Securities and Exchange Commission (“SEC”),
and that ETP has filed a definitive proxy statement with
the SEC for the special meeting of its unitholders to
vote on the merger.
The special meeting of ETP unitholders will be held
on October 18, 2018, at 10:00 a.m. local time,
at Hilton Dallas Park Cities Hotel, 5954 Luther
Lane, Dallas, Texas 75225. All ETP common unitholders of
record as of the close of business on September 10, 2018,
which is the record date for the special meeting, will be entitled
to vote their common units. The approval of the proposal to adopt
the merger agreement requires the affirmative vote of holders of at
least a majority of the outstanding ETP common units held by
unaffiliated ETP common unitholders, and as such, not voting will
have the same effect as a vote against the merger.
Pursuant to the terms of the merger agreement, upon completion
of the merger, ETP unitholders will receive 1.28 common units of
ETE for each common unit of ETP they own.
ETE and ETP expect the transaction to close in October
2018, subject to certain closing conditions under the terms of the
merger agreement, including receipt of the required approval by
ETP’s unitholders and the satisfaction of other customary closing
conditions.
Important information about the merger and the special meeting
of ETP unitholders is included in the proxy statement/prospectus,
which has been filed with the SEC and which will be mailed on or
about September 11, 2018 to all ETP unitholders as of the record
date. ETP unitholders whose ETP common units are held in “street
name” by a bank, broker or other nominee will receive instructions
from the bank, broker or other nominee that they must follow in
order to have their ETP common units voted. Most brokers offer the
ability for unitholders to submit voting instructions by mail by
completing a voting instruction card, by telephone and via the
internet. Any unitholders holding ETP common units in “street name”
should instruct their bank, broker or other nominee to vote their
common units as soon as practicable to ensure that such common
units are voted in the transaction.
ETP common unitholders who have questions about the merger or
the special meeting, or desire additional copies of the proxy
statement/prospectus or additional proxy cards or voting
instruction forms should contact MacKenzie Partners, Inc., ETP’s
proxy solicitor, at: MacKenzie Partners, Inc., Toll free:
(800) 322-2885, Collect: (212) 929-5500.
About the Partnerships
Energy Transfer Equity, L.P. (NYSE:ETE) is a master
limited partnership that owns the general partner and 100% of the
incentive distribution rights (IDRs) of Energy Transfer Partners,
L.P. (NYSE: ETP) and Sunoco LP (NYSE: SUN). ETE also owns Lake
Charles LNG Company and the general partner of USA Compression
Partners, LP (NYSE: USAC). On a consolidated basis, ETE’s family of
companies owns and operates a diverse portfolio of natural gas,
natural gas liquids, crude oil and refined products assets, as well
as retail and wholesale motor fuel operations and LNG
terminalling.
Energy Transfer Partners, L.P. (NYSE: ETP) is a master
limited partnership that owns and operates one of the largest and
most diversified portfolios of energy assets in the United States.
Strategically positioned in all of the major U.S. production
basins, ETP owns and operates a geographically diverse portfolio of
complementary natural gas midstream, intrastate and interstate
transportation and storage assets; crude oil, natural gas liquids
(NGL) and refined product transportation and terminalling assets;
NGL fractionation; and various acquisition and marketing assets.
ETP’s general partner is owned by Energy Transfer Equity, L.P.
(NYSE: ETE).
Forward-Looking Statements
This press release includes “forward-looking” statements.
Forward-looking statements are identified as any statement that
does not relate strictly to historical or current facts. Statements
using words such as “anticipate,” “believe,” “intend,” “project,”
“plan,” “expect,” “continue,” “estimate,” “goal,” “forecast,” “may”
or similar expressions help identify forward-looking statements.
ETE and ETP cannot give any assurance that expectations and
projections about future events will prove to be correct.
Forward-looking statements are subject to a variety of risks,
uncertainties and assumptions. These risks and uncertainties
include the risks that the proposed transaction may not be
consummated or the benefits contemplated therefrom may not be
realized. Additional risks include: the ability to obtain ETP
unitholder approval and the satisfaction of the other conditions to
the consummation of the proposed transaction, the potential impact
of the consummation of the proposed transaction on relationships,
including with employees, suppliers, customers, competitors and
credit rating agencies, and the ability to achieve revenue, DCF and
EBITDA growth, and volatility in the price of oil, natural gas, and
natural gas liquids. Actual results and outcomes may differ
materially from those expressed in such forward-looking statements.
These and other risks and uncertainties are discussed in more
detail in filings made by ETE and ETP with the SEC, which are
available to the public. ETE and ETP undertake no obligation to
update publicly or to revise any forward-looking statements,
whether as a result of new information, future events or
otherwise.
Additional Information and Where to Find It
ETE has filed with the SEC a registration statement on Form S-4,
which includes a proxy statement of ETP that also constitutes a
prospectus of ETE (the “proxy statement/prospectus”). The
registration statement on Form S-4 was declared effective by the
SEC on September 7, 2018, and the definitive proxy
statement/prospectus will be delivered to ETP common unitholders of
record as of September 10, 2018. SECURITY HOLDERS ARE URGED TO READ
THE PROXY STATEMENT/PROSPECTUS CAREFULLY. These documents and any
other documents filed by ETE or ETP with the SEC may be obtained
free of charge at the SEC’s website, at www.sec.gov. In addition,
investors and security holders may obtain free copies of the proxy
statement/prospectus by phone, e-mail or written request by
contacting the investor relations department of ETE or ETP at: 8111
Westchester Drive, Dallas, TX 75225, Attention: Investor Relations,
Email: InvestorRelations@energytransfer.com.
Participants in the Solicitation
ETE, ETP and their respective directors and executive officers
may be deemed to be participants in the solicitation of proxies in
connection with the proposed merger. Information regarding the
directors and executive officers of ETE is contained in ETE’s Form
10-K for the year ended December 31, 2017, which was filed with the
SEC on February 23, 2018. Information regarding the directors and
executive officers of ETP is contained in ETP’s Form 10-K for the
year ended December 31, 2017, which was filed with the SEC on
February 23, 2018. Additional information regarding the interests
of participants in the solicitation of proxies in connection with
the proposed merger is included in the proxy
statement/prospectus.
No Offer or Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
The information contained in this press release is available on
our website at energytransfer.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20180911005875/en/
Energy Transfer Equity, L.P.Investor Relations:Bill Baerg,
Lyndsay Hannah, Brent Ratliff, 214-981-0795orMedia Relations:Vicki
Granado, 214-840-5820
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