Energy Transfer Equity and Energy Transfer Partners Announce Form S-4 Registration Statement Declared Effective by SEC
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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