Print Page | Close Window
SEC Filings
424B5
ENERGY TRANSFER, LP filed this Form 424B5 on 01/13/2017
Entire Document
 << Previous Page | Next Page >>


Table of Contents

redemption occurs before August 1, 2020 (two months prior to maturity) or (ii) at par if the redemption occurs on or after August 1, 2020, in each case plus accrued and unpaid interest, if any, to the redemption date. The 4.750% Senior Notes due 2026 are redeemable, in whole or in part, (i) at a price equal to 100% of the principal amount of such senior notes plus a make-whole premium if the redemption occurs before October 15, 2025 (three months prior to maturity) or (ii) at par if the redemption occurs on or after October 15, 2025, in each case plus accrued and unpaid interest, if any, to the redemption date. The 6.125% Senior Notes due 2045 are redeemable, in whole or in part, (i) at a price equal to 100% of the principal amount of such senior notes plus a make-whole premium if the redemption occurs before June 15, 2045 (six months prior to maturity) or (ii) at par if the redemption occurs on or after June 15, 2045, in each case plus accrued and unpaid interest, if any, to the redemption date.

Each series of the Legacy Regency notes is redeemable at any time prior to (i) July 15, 2016, with respect to the 6.5% Senior Notes due 2021, (ii) October 15, 2017, with respect to the 5.500% Senior Notes due 2023, (iii) August 1, 2023, with respect to the 4.500% Senior Notes due 2023, (iv) June 1, 2020, with respect to the 5.75% Senior Notes due 2020, (v) July 1, 2022, with respect to the 5.000% Senior Notes due 2022 and (vi) December 1, 2021, with respect to the 5.875% Senior Notes due 2022, in each case at a price equal to 100% of the principal amount of the applicable series of existing senior notes, plus a make-whole premium and accrued and unpaid interest, if any, to the redemption date. On or after (i) July 15, 2016, with respect to the 6.5% Senior Notes due 2021 and (ii) October 15, 2017, with respect to the 5.500% Senior Notes due 2023, the applicable series of existing senior notes are redeemable in whole or in part, at fixed redemption prices plus accrued and unpaid interest, if any, to the redemption date. On or after (i) December 1, 2021, with respect to the 5.875% Senior Notes due 2022, (ii) July 1, 2022, with respect to the 5.000% Senior Notes due 2022, (iii) August 1, 2023, with respect to the 4.500% Senior Notes due 2023, and (iv) June 1, 2020, with respect to the 5.75% Senior Notes due 2020, are redeemable in whole or in part, at 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date. Further, at any time prior to October 15, 2015, with respect to the 5.500% Senior Notes due 2023, are redeemable up to 35% of the principal amount of the applicable series in an amount equal to the net cash proceeds received from certain qualified equity offerings. Upon a change of control of ETP, each noteholder of the Legacy Regency notes will be entitled to require ETP (as successor to Regency) to purchase all or a portion of its notes at a purchase price of 101% plus accrued interest and liquidated damages, if any.

The Sunoco senior notes (other than the 9.00% Debentures due 2024) are redeemable, in whole or in part, at any time at our and Sunoco’s option, at a price equal to 100% of the principal amount of such senior notes plus a make-whole premium and accrued and unpaid interest, if any, to the redemption date. The 9.00% Debentures due 2024 are not redeemable prior to maturity. Interest on our existing senior notes and the Sunoco senior notes is payable semi-annually.

The existing senior notes and the Sunoco senior notes were issued under indentures containing covenants that restrict our (and, with respect to the Sunoco senior notes, our and Sunoco’s) ability to, subject to certain exceptions, incur debt secured by liens; engage in sale and leaseback transactions; and merge or consolidate with another entity or sell substantially all of our assets.

ETP Junior Subordinated Notes

Our junior subordinated notes, which mature on November 1, 2066, are unsecured and rank junior and are subordinated, to the extent and in the manner set forth in the indenture governing such notes, in right of payment and upon liquidation to the prior payment in full of all of our senior indebtedness.

Interest on the junior subordinated notes accrues from June 24, 2013, at a floating rate calculated as three-month LIBOR for the related interest period plus 3.0175% per annum, reset quarterly, and we pay interest quarterly in arrears on February 1, May 1, August 1 and November 1 of each year. Interest on the junior subordinated notes compounds on the outstanding principal balance and any accrued and unpaid interest. So long as no event of default with respect to the junior subordinated notes is continuing, we may elect to defer interest

 

S-14

 << Previous Page | Next Page >>