Energy Transfer and Southern Union Confirm Stockholder Election Deadline is March 19, 2012
March 12 2012 - 7:00AM
Business Wire
Southern Union Company (NYSE:SUG) and Energy Transfer Equity,
L.P. (NYSE:ETE) today confirmed that the election deadline for
Southern Union stockholders to make merger consideration elections
is 5:00 p.m., Eastern Time, on March 19, 2012. All of the documents
necessary for Southern Union stockholders to make a merger
consideration election in connection with the merger transaction
were mailed on February 17, 2012, to Southern Union stockholders of
record as of February 10, 2012. Subject to the satisfaction of
customary closing conditions, the parties currently expect the
transaction to close on or before March 30, 2012. Given the
anticipated closing date, Southern Union does not intend to declare
a first quarter dividend.
As previously announced, under the terms of the Second Amended
and Restated Agreement and Plan of Merger, dated as of July 19,
2011, as amended, among Southern Union, ETE and Sigma Acquisition
Corporation, a wholly-owned subsidiary of ETE, Southern Union
stockholders can elect to exchange each outstanding share of
Southern Union common stock for $44.25 of cash or 1.00x ETE common
unit, with no more than 60% of the aggregate merger consideration
payable in cash and no more than 50% payable in ETE common units.
Elections in excess of either the cash or common unit limits will
be subject to proration.
To make an election, Southern Union stockholders must deliver
prior to the election deadline to Computershare Trust Company,
N.A., the exchange agent for the merger, the following: (i)
properly completed election forms; and (ii) letters of transmittal,
together with either (a) their stock certificates or confirmation
of book-entry transfer, as applicable, or (b) properly completed
notices of guaranteed delivery. An election for ETE common units
will be deemed to have been made with respect to any Southern Union
shares for which no effective election has been made by the
election deadline. After Southern Union stockholders have submitted
their election forms and letters of transmittal to the exchange
agent, the shares of Southern Union common stock subject to such
election may not be traded, unless the previous elections are
properly revoked prior to the election deadline. Up-to-date
information regarding the election deadline may be obtained by
calling Innisfree M&A Incorporated (“Innisfree”), the
information agent for the merger transaction, at (877) 825-8906
(toll-free) or (212) 750-5833 (collect).
About Energy Transfer Equity, L.P. (NYSE:ETE) is a
publicly traded partnership, which owns the general partner and 100
percent of the incentive distribution rights (IDRs) of Energy
Transfer Partners, L.P. (NYSE:ETP) and approximately
50.2 million ETP limited partner units; and owns the general
partner and 100 percent of the IDRs of Regency Energy Partners LP
(NYSE:RGP) and approximately 26.3 million RGP limited partner
units. For more information, visit the Energy Transfer Equity, L.P.
web site at www.energytransfer.com.
About Southern Union Company (NYSE:SUG), headquartered in
Houston, is one of the nation’s leading diversified natural gas
companies, engaged primarily in the transportation, storage,
gathering, processing and distribution of natural gas. Southern
Union owns and operates one of the nation’s largest natural gas
pipeline systems with more than 20,000 miles of gathering and
transportation pipelines and one of North America’s largest
liquefied natural gas import terminals, along with serving more
than half a million natural gas end-user customers in Missouri and
Massachusetts. For further information, visit www.sug.com.
Forward-Looking Statements
This press release may include certain statements concerning
expectations for the future, including statements regarding the
anticipated benefits and other aspects of the proposed transaction
described above, that are forward-looking statements as defined by
federal law. Such forward-looking statements are subject to a
variety of known and unknown risks, uncertainties, and other
factors that are difficult to predict and many of which are beyond
the control of the management teams of ETE or Southern Union. Among
those is the risk that conditions to closing the transaction are
not met or that the anticipated benefits from the proposed
transaction cannot be fully realized. An extensive list of factors
that can affect future results are discussed in the reports filed
with the Securities and Exchange Commission (the “SEC”) by ETE and
Southern Union. Neither ETE nor Southern Union undertakes any
obligation to update or revise any forward-looking statement to
reflect new information or events.
Additional Information
In connection with the proposed merger, ETE filed with the SEC a
Registration Statement on Form S-4 that included a proxy
statement/prospectus. The Registration Statement was declared
effective on October 27, 2011. Southern Union mailed the
definitive proxy statement/prospectus to its stockholders on or
about October 27, 2011 and again on February 17,
2012. Investors and security holders are urged to carefully
read the definitive proxy statement/prospectus because it contains
important information regarding ETE, Southern Union and the
merger.
Investors and security holders may obtain a free copy of the
definitive proxy statement/prospectus and other documents filed by
ETE and Southern Union with the SEC at the SEC’s website,
www.sec.gov. The definitive proxy statement/prospectus and such
other documents relating to ETE may also be obtained free of charge
by directing a request to Energy Transfer Equity, L.P., Attn:
Investor Relations, 3738 Oak Lawn Avenue, Dallas, Texas 75219, or
from ETE’s website, www.energytransfer.com. The definitive proxy
statement/prospectus and such other documents relating to Southern
Union may also be obtained free of charge by directing a request to
Southern Union Company, Attn: Investor Relations, 5051 Westheimer
Road, Houston, Texas 77056, or from the Company’s website,
www.sug.com.
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