8-KAcquisitions & DispositionsRegulation FDExhibits & Filings

Energy Transfer LP 8-K Report, Acquisition Completed (Oct 5, 2012)

Filed October 5, 2012For Securities:ETET-PI

Summary

This 8-K filing from October 5, 2012, announces a significant strategic transaction for Energy Transfer Equity, L.P. (ETE) and its subsidiary Energy Transfer Partners, L.P. (ETP). ETP has successfully completed its acquisition of Sunoco, Inc. This transaction involves Sunoco contributing $2.0 billion in cash and its interest in Sunoco Logistics Partners, L.P. (SXL) to ETP in exchange for ETP units. ETE further contributed its interest in Southern Union Company to a newly formed entity, ETP Holdco, where ETE will hold a 60% stake, with ETP holding the remaining 40%. ETP also contributed its interest in Sunoco (excluding SXL) to ETP Holdco. These transactions effectively result in ETP and ETE indirectly owning substantial interests in both Sunoco and Southern Union. ETP will also directly hold its general partner and a significant limited partner interest in SXL. Investors should note that detailed historical and pro forma financial information regarding the acquired businesses will be filed in an amendment to this report, as is customary for such significant transactions.

Key Highlights

  • 1Energy Transfer Partners, L.P. (ETP) has completed the acquisition of Sunoco, Inc.
  • 2Sunoco contributed $2.0 billion in cash and its equity interests in Sunoco Partners LLC (which holds interests in Sunoco Logistics Partners, L.P. - SXL) to ETP.
  • 3ETP issued new Class F units to Sunoco in exchange for the contributed assets.
  • 4Energy Transfer Equity, L.P. (ETE) contributed its interest in Southern Union Company to ETP Holdco.
  • 5ETP Holdco will be owned 60% by ETE and 40% by ETP.
  • 6ETP contributed its interest in Sunoco (excluding SXL) to ETP Holdco.
  • 7ETP will maintain its general partner interest, incentive distribution rights, and a 32.4% limited partner interest in SXL.
  • 8Financial statements and pro forma information related to the acquisition will be filed in a subsequent amendment.

Frequently Asked Questions

The main event is the completion of the acquisition of Sunoco, Inc. by Energy Transfer Partners, L.P. (ETP), a subsidiary of Energy Transfer Equity, L.P. (ETE).

Sunoco contributed $2.0 billion in cash and its equity interests in Sunoco Partners LLC, which includes the general partner interest, incentive distribution rights, and a 32.4% limited partner interest in Sunoco Logistics Partners, L.P. (SXL).

ETP and ETE will indirectly own a 40% and 60% equity interest, respectively, in both Sunoco and Southern Union through a newly formed entity called ETP Holdco. ETE contributed its interest in Southern Union to ETP Holdco, and ETP contributed its interest in Sunoco (excluding its SXL interests) to ETP Holdco.

The historical financial information of the acquired businesses and the pro forma financial information will be filed as part of an amendment to this report no later than 71 calendar days after the filing date of this 8-K.