Energy Transfer LP (NYSE: ET) (“Energy Transfer”) and Crestwood
Equity Partners LP (NYSE: CEQP) (“Crestwood”) announced today the
expiration of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended (the “HSR Act”), in
connection with Energy Transfer’s pending acquisition of
Crestwood.
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The expiration of the waiting period under the HSR Act satisfies
one of the conditions to the closing of the previously announced
acquisition by Energy Transfer of Crestwood in an all-equity
transaction. The transaction is expected to close in the fourth
quarter of 2023, subject to the approval of Crestwood’s unitholders
and other customary closing conditions.
About Energy Transfer
Energy Transfer LP (NYSE: ET) owns and operates one of
the largest and most diversified portfolios of energy assets in the
United States, with nearly 125,000 miles of pipeline and associated
energy infrastructure. Energy Transfer’s strategic network spans 41
states with assets in all of the major U.S. production basins.
Energy Transfer is a publicly traded limited partnership with core
operations that include complementary natural gas midstream,
intrastate and interstate transportation and storage assets; crude
oil, natural gas liquids (“NGL”) and refined product transportation
and terminalling assets; and NGL fractionation. Energy Transfer
also owns Lake Charles LNG Company, as well as the general partner
interests, the incentive distribution rights and approximately 34%
of the outstanding common units of Sunoco LP (NYSE: SUN), and the
general partner interests and approximately 47% of the outstanding
common units of USA Compression Partners, LP (NYSE: USAC). For more
information, visit the Energy Transfer LP website at
www.energytransfer.com.
About Crestwood Equity Partners LP
Houston, Texas, based Crestwood Equity Partners LP (NYSE: CEQP)
is a master limited partnership that owns and operates midstream
businesses in multiple shale resource plays across the United
States. Crestwood is engaged in the gathering, processing,
treating, compression and transportation of natural gas; storage,
transportation, terminalling, and marketing of NGLs; gathering,
storage, terminalling and marketing of crude oil; and gathering and
disposal of produced water. For more information, visit Crestwood
Equity Partners LP at www.crestwoodlp.com; and to learn more about
Crestwood’s sustainability efforts, please visit
https://esg.crestwoodlp.com.
Important Information about the Transaction and Where to Find
It
In connection with the proposed transaction between Energy
Transfer and Crestwood, Energy Transfer filed with the Securities
and Exchange Commission (the “SEC”) a registration statement on
Form S-4 (the “Registration Statement”) that includes a proxy
statement of Crestwood that also constitutes a prospectus of Energy
Transfer, and each party will file other documents regarding the
proposed transaction with the SEC. After the Registration Statement
has been declared effective, a definitive proxy
statement/prospectus will be filed and mailed to unitholders of
Crestwood. This communication is not a substitute for the
Registration Statement, proxy statement or prospectus or any other
document that Energy Transfer or Crestwood (as applicable) has
filed or may file with the SEC in connection with the proposed
transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION,
INVESTORS AND SECURITY HOLDERS OF ENERGY TRANSFER AND CRESTWOOD ARE
URGED TO READ THE REGISTRATION STATEMENT, THE PROXY
STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT ARE
FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR
SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND RELATED
MATTERS. Investors and security holders may obtain free copies of
the Registration Statement and the proxy statement/prospectus, as
each may be amended from time to time, as well as other filings
containing important information about Energy Transfer or Crestwood
(when they become available), without charge at the SEC’s website,
at http://www.sec.gov. Copies of the documents filed with the SEC
by Energy Transfer will be available free of charge on Energy
Transfer’s website at www.energytransfer.com under the tab
“Investor Relations” and then under the tab “SEC Filings” or by
directing a request to Investor Relations, Energy Transfer LP, 8111
Westchester Drive, Suite 600, Dallas, TX 75225, Tel. No. (214)
981-0795 or to investorrelations@energytransfer.com. Copies of the
documents filed with the SEC by Crestwood will be available free of
charge on Crestwood’s website at www.crestwoodlp.com under the tab
“Investors” and then under the tab “SEC Filings” or by directing a
request to Investor Relations, Crestwood Equity Partners LP, 811
Main Street, Suite 3400, Houston, TX 77002, Tel. No. (832) 519-2200
or to investorrelations@crestwoodlp.com. The information included
on, or accessible through, Energy Transfer’s or Crestwood’s website
is not incorporated by reference into this communication.
Participants in the Solicitation
Energy Transfer, Crestwood and the directors and certain
executive officers of their respective general partners may be
deemed to be participants in the solicitation of proxies in respect
of the proposed transaction. Information about the directors and
executive officers of Crestwood’s general partner is set forth in
its proxy statement for its 2023 annual meeting of unitholders,
which was filed with the SEC on March 31, 2023, and in its Annual
Report on Form 10-K for the year ended December 31, 2022, which was
filed with the SEC on February 27, 2023. Information about the
directors and executive officers of Energy Transfer’s general
partner is set forth in its Annual Report on Form 10-K for the year
ended December 31, 2022, which was filed with the SEC on February
17, 2023. Additional information regarding the participants in the
proxy solicitation and a description of their direct or indirect
interests, by security holdings or otherwise, will be contained in
the proxy statement/prospectus and other relevant materials filed
with the SEC when they become available.
No Offer or Solicitation
This communication is for informational purposes only and is not
intended to, and shall not, constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval, nor shall there be any offer, issuance,
exchange, transfer, solicitation or sale of securities in any
jurisdiction in which such offer, issuance, exchange, transfer,
solicitation or sale would be in contravention of applicable law.
No offering 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 “Securities Act”).
Forward-Looking Statements
This communication contains “forward-looking statements” within
the meaning of the federal securities laws, including Section 27A
of the Securities Act and Section 21E of the Securities Exchange
Act of 1934, as amended. In this context, forward-looking
statements often address future business and financial events,
conditions, expectations, plans or ambitions, and often include,
but are not limited to, words such as “believe,” “expect,” “may,”
“will,” “should,” “could,” “would,” “anticipate,” “estimate,”
“intend,” “plan,” “seek,” “see,” “target” or similar expressions,
or variations or negatives of these words, but not all
forward-looking statements include such words. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain, such as statements about the consummation of
the proposed transaction and the anticipated benefits thereof. All
such forward-looking statements are based upon current plans,
estimates, expectations and ambitions that are subject to risks,
uncertainties and assumptions, many of which are beyond the control
of Energy Transfer and Crestwood, that could cause actual results
to differ materially from those expressed in such forward-looking
statements. Important risk factors that may cause such a difference
include, but are not limited to: the completion of the proposed
transaction on anticipated terms and timing, or at all, including
obtaining Crestwood unitholder approval and any other approvals
that may be required on anticipated terms; anticipated tax
treatment, unforeseen liabilities, future capital expenditures,
revenues, expenses, earnings, synergies, economic performance,
indebtedness, financial condition, losses, future prospects,
business and management strategies for the management, expansion
and growth of the combined company’s operations and other
conditions to the completion of the merger, including the
possibility that any of the anticipated benefits of the proposed
transaction will not be realized or will not be realized within the
expected time period; the ability of Energy Transfer and Crestwood
to integrate the business successfully and to achieve anticipated
synergies and value creation; potential litigation relating to the
proposed transaction that could be instituted against Energy
Transfer, Crestwood or the directors of their respective general
partners; the risk that disruptions from the proposed transaction
will harm Energy Transfer’s or Crestwood’s business, including
current plans and operations and that management’s time and
attention will be diverted on transaction-related issues; potential
adverse reactions or changes to business relationships, including
with employees suppliers, customers, competitors or credit rating
agencies, resulting from the announcement or completion of the
proposed transaction; rating agency actions and Energy Transfer and
Crestwood’s ability to access short- and long-term debt markets on
a timely and affordable basis; legislative, regulatory and economic
developments, changes in local, national, or international laws,
regulations, and policies affecting Energy Transfer and Crestwood;
potential business uncertainty, including the outcome of commercial
negotiations and changes to existing business relationships during
the pendency of the proposed transaction that could affect Energy
Transfer’s and/or Crestwood’s financial performance and operating
results; certain restrictions during the pendency of the merger
that may impact Crestwood’s ability to pursue certain business
opportunities or strategic transactions or otherwise operate its
business; acts of terrorism or outbreak of war, hostilities, civil
unrest, attacks against Energy Transfer or Crestwood, and other
political or security disturbances; dilution caused by Energy
Transfer’s issuance of additional units representing limited
partner interests in connection with the proposed transaction; the
possibility that the transaction may be more expensive to complete
than anticipated, including as a result of unexpected factors or
events; the impacts of pandemics or other public health crises,
including the effects of government responses on people and
economies; changes in the supply, demand or price of oil, natural
gas, and natural gas liquids; those risks described in Item 1A of
Energy Transfer’s Annual Report on Form 10-K, filed with the SEC on
February 17, 2023, and its subsequent Quarterly Reports on Form
10‑Q and Current Reports on Form 8-K; those risks described in Item
1A of Crestwood’s Annual Report on Form 10-K, filed with the SEC on
February 27, 2023, and its subsequent Quarterly Reports on Form
10-Q and Current Reports on Form 8-K; and those risks that are
described in the Registration Statement filed with the SEC and that
will be described in the accompanying proxy statement/prospectus
that will be filed with the SEC in connection with the proposed
transaction.
While the list of factors presented here and in the Registration
Statement is, and the list of factors to be presented in the proxy
statement/prospectus will be, considered representative, no such
list should be considered to be a complete statement of all
potential risks and uncertainties. Unlisted factors may present
significant additional obstacles to the realization of
forward-looking statements. Energy Transfer and Crestwood caution
you not to place undue reliance on any of these forward-looking
statements as they are not guarantees of future performance or
outcomes and that actual performance and outcomes, including,
without limitation, our actual results of operations, financial
condition and liquidity, and the development of new markets or
market segments in which we operate, may differ materially from
those made in or suggested by the forward-looking statements
contained in this communication. Neither Energy Transfer nor
Crestwood assumes any obligation to publicly provide revisions or
updates to any forward-looking statements, whether as a result of
new information, future developments or otherwise, should
circumstances change, except as otherwise required by securities
and other applicable laws. Neither future distribution of this
communication nor the continued availability of this communication
in archive form on Energy Transfer’s or Crestwood’s website should
be deemed to constitute an update or re-affirmation of these
statements as of any future date.
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version on businesswire.com: https://www.businesswire.com/news/home/20230925432254/en/
Energy Transfer LP Investor Relations: Bill Baerg, Brent
Ratliff, Lyndsay Hannah, 214-981-0795
Media Relations: Media@energytransfer.com
214-840-5820
Crestwood Equity Partners LP Investor Contact Andrew
Thorington, 713-380-3028 andrew.thorington@crestwoodlp.com Vice
President, Finance and Investor Relations
Media Contact Joanne Howard, 832-519-2211
joanne.howard@crestwoodlp.com Senior Vice President, Sustainability
and Corporate Communications
Crestwood Equity Partners (NYSE:CEQP)
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