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EX-2.1 - EX-2.1 - Energy Transfer, LP | h85124exv2w1.htm |
8-K - FORM 8-K - Energy Transfer, LP | h85124e8vk.htm |
Exhibit 99.1
Energy Transfer Partners Agrees to Contribute Propane Operations to AmeriGas Partners in
Exchange for $2.9 Billion
ETPs Heritage and Titan Propane Subsidiaries To Be Contributed for
Combination of Cash and AmeriGas Common Units
Combination of Cash and AmeriGas Common Units
DALLAS, Oct 17, 2011 (BUSINESS WIRE) Energy Transfer Partners, L.P. (NYSE:ETP) today
announced it has entered into an agreement to contribute its propane operations, consisting of
Heritage Operating, L.P. and Titan Energy Partners, L.P., to AmeriGas Partners, L.P. (NYSE:APU) in
exchange for approximately $2.9 billion.
Under the terms of the agreement, which has been unanimously approved by ETPs Board of Directors,
ETP will receive $1.5 billion in cash and approximately $1.3 billion of APU common units. In
addition, APU has agreed to assume approximately $71 million of existing Heritage debt. Following
the transaction, ETP will own approximately 34% of the common units of APU and has committed to
retain those units until at least 2013. UGI Corporation, through subsidiaries will remain as the
General Partner of APU and ETP will appoint 1 director to the APU General Partner Board
post-closing.
First and foremost, I want to thank the employees of Heritage and Titan who have contributed
greatly to the success of Energy Transfer, said Kelcy Warren, Energy Transfer Partners, L.P.s
Chairman and Chief Executive Officer. I am proud of the exemplary job they have done, and they
should be very proud as well. Our exit from our successful propane operations was not an easy
decision; however, the structure and corresponding benefits of this transaction with AmeriGas, a
company we have always admired in this business, make this the right move at the right time for
Energy Transfer as we focus our efforts and resources on opportunities in the pipeline sector our
primary business. We expect the combined Heritage, Titan and AmeriGas companies to be a strong,
efficient and financially successful partnership in the retail propane industry.
The contribution of Heritage and Titan is tax-efficient to the ETP unitholders, and while neutral
to distributions, provides substantial funds toward reduction of ETPs debt, thereby significantly
reducing ETPs external capital requirements, including equity issuances, said Martin Salinas,
Energy Transfer Partners, L.P.s Chief Financial Officer. We have verified with the ratings
agencies that this transaction and the proposed structure support maintaining ETPs investment
grade credit ratings.
The transaction, which is subject to customary closing conditions including approval under the
Hart-Scott-Rodino Act, is expected to close late in 2011 or early in 2012. Neither ETP nor APU
unitholder approval is required in connection with this transaction.
Energy Transfer Partners, L.P. (NYSE:ETP) is a publicly traded partnership owning and
operating a diversified portfolio of energy assets. ETP has pipeline operations in Arizona,
Arkansas, Colorado, Louisiana, New Mexico, Utah and West Virginia and owns the largest intrastate
pipeline system in Texas. ETP currently has natural gas operations that include more than 17,500
miles of gathering and transportation pipelines, treating and
processing assets, and three storage facilities located in Texas. ETP also holds a 70 percent
interest in Lone Star NGL LLC, a joint venture that owns and operates NGL storage, fractionation
and transportation assets in Texas, Louisiana and Mississippi. ETP is also one of the three largest
retail marketers of propane in the United States, serving more than one million customers across
the country. For more information, visit the Energy Transfer Partners, L.P. web site at
http://www.energytransfer.com.
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 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 and approximately 26.3 million Regency limited partner
units. For more information, visit the Energy Transfer Equity, L.P. web site at
http://www.energytransfer.com.
This press release may include certain statements concerning expectations for the future 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 managements control. Among those is the risk that the
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 Partnerships Annual Reports on Form 10-K and other documents filed
from time to time with the Securities and Exchange Commission. The Partnerships undertake no
obligation to update or revise any forward-looking statement to reflect new information or events.
This release serves as qualified notice to nominees as provided for under Treasury Regulation
section 1.1446-4(b)(4) and (d). Please note that 100 percent of Energy Transfer Partners, L.P.s
and Energy Transfer Equity, L.P.s distributions to foreign investors are attributable to income
that is effectively connected with a United States trade or business. Accordingly, all of Energy
Transfer Partners, L.P.s and Energy Transfer Equity, L.P.s distributions to foreign investors are
subject to federal tax withholding at the highest applicable effective tax rate. Nominees are
treated as withholding agents responsible for withholding distributions received by them on behalf
of foreign investors.
The information contained in this press release is available on our website at
http://www.energytransfer.com.
SOURCE: Energy Transfer Partners, L.P.
Investor Relations:
Energy Transfer Partners, L.P.
Brent Ratliff, 214-981-0700
or
Media Relations:
Granado Communications Group
Vicki Granado, 214-599-8785
Cell: 214-498-9272
Energy Transfer Partners, L.P.
Brent Ratliff, 214-981-0700
or
Media Relations:
Granado Communications Group
Vicki Granado, 214-599-8785
Cell: 214-498-9272