Prospectus Supplement
(To Prospectus dated June 1, 2021)
900,000 6.500% Series H Fixed-Rate Reset
Cumulative Redeemable Perpetual Preferred Units
(Liquidation Preference $1,000 per Series H Preferred Unit)
Energy Transfer LP
We are offering
900,000 of our 6.500% Series H Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units, liquidation preference $1,000 per unit (the Series H Preferred Units).
Distributions on the Series H Preferred Units are cumulative from and including the date of original issue and will be payable semi-annually in
arrears on the 15th day of May and November of each year, commencing on November 15, 2021, in each case when, as, and if declared by our general partner. A
pro-rated initial distribution on the Series H Preferred Units offered hereby will be payable on November 15, 2021 in an amount equal to approximately $27.08 per Series H Preferred Unit.
Distributions on the Series H Preferred Units will be payable out of amounts legally available therefor from and including the date of original
issue to, but excluding, November 15, 2026 (the First Reset Date), at a rate equal to 6.500% per annum of the $1,000 liquidation preference. On and after the First Reset Date, the distribution rate on the Series H Preferred Units for
each Reset Period (as defined herein) will equal a percentage of the $1,000 liquidation preference equal to the Five-year U.S. Treasury Rate as of the most recent Reset Distribution Determination Date (as defined herein) plus a spread of 5.694% per
annum.
As described under Description of Series H Preferred UnitsRedemptionOptional Redemption During a Redemption
Period, we may, at our option, redeem the Series H Preferred Units, in whole or in part, on one or more occasions, during any Redemption Period (as defined herein), out of amounts legally available therefor, at a redemption price of $1,000 per
Series H Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption, whether or not declared. In addition, upon the occurrence of certain ratings agency events as described under
Description of Series H Preferred UnitsRedemptionOptional Redemption Upon a Rating Event, we may redeem the Series H Preferred Units, in whole but not in part, out of amounts legally available therefor, at a price of $1,020
per Series H Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption, whether or not declared.
The Series H Preferred Units will rank on parity to our 6.250% Series A
Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, liquidation preference $1,000 per unit, 6.625% Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, liquidation preference $1,000 per unit, 7.375% Series C
Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, liquidation preference $25.00 per unit, 7.625% Series D Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, liquidation preference $25.00 per unit, 7.600% Series E
Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units, liquidation preference $25.00 per unit, 6.750% Series F Fixed-Rate Reset Cumulative Redeemable
Perpetual Preferred Units, liquidation preference $1,000 per unit and 7.125% Series G Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Units, liquidation preference $1,000 per unit (collectively, our Existing Preferred Units),
with respect to semi-annual distributions and, generally, with respect to distributions upon a liquidation event.
Investing in our
Series H Preferred Units involves risks. See Risk Factors beginning on page S-12 of this prospectus supplement and page 7 of the accompanying base prospectus.
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Per Series H
Preferred Unit
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Total
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Public offering price(1)
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$
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1,000.00
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$
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900,000,000.00
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Underwriting discounts
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$
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12.50
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$
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11,250,000.00
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Proceeds to Energy Transfer LP
(before expenses)
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$
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987.50
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$
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888,750,000.00
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(1)
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The public offering price does not include accumulated distributions for the Series H Preferred Units.
Distributions on the Series H Preferred Units will accumulate from the original issuance date, which is expected to be June 15, 2021.
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The Series H Preferred Units are a new issue of securities with no established trading market. We do not intend to apply for the listing of the
Series H Preferred Units on any securities exchange or for the quotation of the Series H Preferred Units on any automated dealer quotation system.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined
if this prospectus supplement or the accompanying base prospectus are truthful or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the Series H Preferred Units to the purchasers in book-entry form through the facilities of The Depository
Trust Company (DTC) and its direct participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System (Euroclear), and Clearstream Banking, a société anonyme (Clearstream),
on or about June 15, 2021.
Joint Book-Running Managers
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J.P. Morgan
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Mizuho Securities
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PNC Capital Markets LLC
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Truist Securities
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Co-Managers
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Barclays
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BMO Capital Markets
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BofA Securities
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CIBC Capital Markets
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Citigroup
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Credit Agricole CIB
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Deutsche Bank Securities
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Fifth Third Securities
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Goldman Sachs & Co. LLC
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HSBC
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Morgan Stanley
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MUFG
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Natixis
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RBC Capital Markets
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Scotiabank
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SMBC Nikko
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TD Securities
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US Bancorp
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Wells Fargo Securities
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Prospectus Supplement dated June 1, 2021.