DALLAS--(BUSINESS WIRE)--Dec. 23, 2014--
Energy Transfer Partners, L.P. (NYSE: ETP) and Energy Transfer
Equity, L.P. (NYSE: ETE) announced today that the conflicts
committees and the Boards of Directors of ETP and ETE have approved the
final terms of the previously announced transaction involving the Bakken
pipeline project (“Bakken Pipeline”) and Sunoco Logistics Partners L.P.
(NYSE: SXL) general partner interest (GP) and incentive distribution
rights (IDR) exchange.
In the transaction, ETP will receive for redemption the 30.8 million ETP
common units currently owned by ETE, ETE’s 45% interest in the Bakken
Pipeline, and $879 million in cash, plus reimbursement for development
expenses related to the Bakken Pipeline, in exchange for an additional
40% interest in the SXL GP/IDRs represented by additional Class H units
to be issued by ETP. In addition, ETP and ETE have agreed to reduce
existing IDR subsidies from ETE to ETP by $55 million in 2015 and $30
million in 2016 (see updated IDR subsidy schedule in Exhibit A below).
The transaction is expected to close in February 2015 after the record
date for fourth quarter distributions on both the SXL GP interest and
IDRs and ETP common units, but will be effective as of January 1, 2015.
Barclays Capital Inc. acted as financial advisor to the ETP conflicts
committee. Vinson & Elkins LLP acted as legal advisor to ETP and
Richards Layton & Finger, P.A. acted as legal advisor to the ETP
conflicts committee.
Goldman, Sachs & Co. acted as financial advisor to the ETE conflicts
committee. Latham & Watkins LLP acted as legal advisor to ETE and Potter
Anderson & Corroon LLP acted as legal advisor to the ETE conflicts
committee.
Energy Transfer Partners, L.P. (NYSE: ETP) is a master limited
partnership owning and operating one of the largest and most diversified
portfolios of energy assets in the United States. ETP currently owns and
operates approximately 35,000 miles of natural gas and natural gas
liquids pipelines. ETP owns 100% of Panhandle Eastern Pipe Line Company,
LP (the successor of Southern Union Company) and a 70% interest in Lone
Star NGL LLC, a joint venture that owns and operates natural gas liquids
storage, fractionation and transportation assets. ETP also owns the
general partner, 100% of the incentive distribution rights, and
approximately 67.1 million common units in Sunoco Logistics Partners
L.P. (NYSE: SXL), which operates a geographically diverse portfolio of
crude oil and refined products pipelines, terminalling and crude oil
acquisition and marketing assets. ETP owns 100% of Sunoco, Inc. and 100%
of Susser Holdings Corporation. Additionally, ETP owns the general
partner, 100% of the incentive distribution rights and approximately 44%
of the limited partner interests in Sunoco LP (formerly Susser Petroleum
Partners LP) (NYSE: SUN), a wholesale fuel distributor and convenience
store operator. ETP’s general partner is owned by ETE. For more
information, visit the Energy Transfer Partners, L.P. web site at www.energytransfer.com.
Energy Transfer Equity, L.P. (NYSE: ETE) is a master
limited partnership which owns the general partner and 100% of the
incentive distribution rights (IDRs) of Energy Transfer Partners, L.P.
(NYSE: ETP), approximately 30.8 million ETP common units, and
approximately 50.2 million ETP Class H Units, which track 50% of the
underlying economics of the general partner interest and the IDRs of
Sunoco Logistics Partners L.P. (NYSE: SXL). ETE also owns the general
partner and 100% of the IDRs of Regency Energy Partners LP (NYSE: RGP)
and approximately 57.2 million RGP common units. On a consolidated
basis, ETE’s family of companies owns and operates approximately 71,000
miles of natural gas, natural gas liquids, refined products, and crude
oil pipelines. For more information, visit the Energy Transfer Equity,
L.P. web site at www.energytransfer.com.
Sunoco Logistics Partners L.P. (NYSE: SXL), headquartered in
Philadelphia, is a master limited partnership that owns and operates a
logistics business consisting of a geographically diverse portfolio of
complementary crude oil, refined products, and natural gas liquids
pipeline, terminalling and acquisition and marketing assets which are
used to facilitate the purchase and sale of crude oil, refined products,
and natural gas liquids. SXL’s general partner is owned by Energy
Transfer Partners, L.P. (NYSE: ETP). For more information, visit the
Sunoco Logistics Partners, L.P. web site at www.sunocologistics.com.
Forward-Looking Statements
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 management’s
control. 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.
The information contained in this press release is available on our web
site at www.energytransfer.com.
EXHIBIT A
|
|
Net IDR Subsidies from ETE to ETP ($ millions)
|
|
|
|
|
2015
|
|
|
2016
|
|
|
2017
|
|
|
2018
|
|
|
2019
|
Q1
|
|
|
|
$
|
7.50
|
|
|
|
$
|
19.25
|
|
|
|
$
|
21.25
|
|
|
|
$
|
20.00
|
|
|
|
$
|
17.50
|
Q2
|
|
|
|
$
|
7.50
|
|
|
|
$
|
19.25
|
|
|
|
$
|
21.25
|
|
|
|
$
|
20.00
|
|
|
|
$
|
17.50
|
Q3
|
|
|
|
$
|
8.00
|
|
|
|
$
|
19.25
|
|
|
|
$
|
21.25
|
|
|
|
$
|
20.00
|
|
|
|
$
|
17.50
|
Q4
|
|
|
|
$
|
8.00
|
|
|
|
$
|
19.25
|
|
|
|
$
|
21.25
|
|
|
|
$
|
20.00
|
|
|
|
$
|
17.50
|
FYE
|
|
|
|
$
|
31.00
|
|
|
|
$
|
77.00
|
|
|
|
$
|
85.00
|
|
|
|
$
|
80.00
|
|
|
|
$
|
70.00
|
Note: The IDR subsidy from ETE in connection with the acquisition of
Susser Holdings Corp. of $35 million per year will continue through the
quarter ending June 30, 2024, subject to earlier termination in the
event ETE and ETP execute a transaction involving the Sunoco LP (NYSE:
SUN) GP interest and IDRs. Previously agreed to management fees have not
changed.
Source: Energy Transfer Partners, L.P.
Investor Relations:
Energy Transfer
Brent Ratliff,
214-981-0700
or
Media Relations:
Granado
Communications Group
Vicki Granado, 214-599-8785
Cell:
214-498-9272