8-KRegulation FDOther Events

Energy Transfer LP 8-K Report, Regulation FD Disclosure (May 4, 2016)

Filed May 4, 2016For Securities:ETET-PI

Summary

This Form 8-K filing from Energy Transfer Equity, L.P. (the "Partnership") on May 4, 2016, provides a significant update regarding its ongoing litigation with The Williams Companies, Inc. ("Williams"). The Partnership and its general partner, LE GP, LLC, have filed an answer and counterclaim in the Delaware Court of Chancery. This filing asserts that Williams materially breached the merger agreement by obstructing the Partnership's planned public offering of Series A Convertible Preferred Units and by initiating separate litigation against Energy Transfer's CEO, Kelcy Warren. This countersuit is a critical development in the highly publicized dispute surrounding the proposed merger between the two energy infrastructure companies and highlights escalating legal tensions between them.

Key Highlights

  • 1Energy Transfer Equity (ET) and its general partner filed an answer and counterclaim against Williams Companies.
  • 2The counterclaim alleges Williams materially breached the merger agreement.
  • 3Key breaches cited include blocking ET's public offering of Series A Convertible Preferred Units.
  • 4Williams' actions, such as declining auditor consent for the offering, are specifically mentioned as breaches.
  • 5The filing also cites Williams initiating litigation against ET CEO Kelcy Warren as a breach.
  • 6This is a direct response to litigation commenced by Williams against ET and its management.
  • 7The report reinforces that the dispute is impacting the proposed merger between ET and Williams.

Frequently Asked Questions

The main purpose of this filing is to inform investors that Energy Transfer Equity, L.P. (ET) and its general partner have filed an answer and counterclaim in response to litigation initiated by The Williams Companies, Inc. It details ET's legal position and its claims that Williams breached their merger agreement.

Energy Transfer claims Williams materially breached the merger agreement by blocking ET's planned public offering of Series A Convertible Preferred Units. This includes Williams' refusal to allow its independent auditor to provide necessary consent for the offering's registration statement. Additionally, ET cites Williams filing a lawsuit against its CEO, Kelcy Warren, as a material breach.

The escalating litigation, including this counterclaim, signifies significant legal conflict and potential disruption to the proposed merger. The filing underscores that the outcome of these lawsuits is a critical factor affecting the definitive agreements for the business combination, and investors are urged to review future SEC filings for important updates on the transaction's progress and potential resolution.

The 'Convertible Units' refer to Series A Convertible Preferred Units that Energy Transfer Equity, L.P. had planned to offer publicly. The dispute over this offering, and Williams' alleged obstruction of it, is a central point of contention in the legal battle between the two companies.