8-KRegulation FDOther EventsExhibits & Filings

Energy Transfer LP 8-K Report, Regulation FD Disclosure (Sep 12, 2018)

Filed September 12, 2018For Securities:ETET-PI

Summary

This 8-K filing from Energy Transfer LP (ET) on September 12, 2018, primarily serves as a disclosure regarding the progress of the proposed merger between Energy Transfer Equity (ETE) and Energy Transfer Partners (ETP). The key update is that ETE's registration statement on Form S-4 has been declared effective by the SEC, and ETP has filed its definitive proxy statement/prospectus for a special unitholder meeting to vote on the merger. Additionally, the filing discloses that Kelcy L. Warren, CEO of ETP's general partner, recently acquired 2,000,000 ETP common units. While this acquisition is not reflected in the proxy statement/prospectus, it increases his direct ownership. The filing also provides details on the beneficial ownership of ETP common units by ETE's and ETP's directors and executive officers, highlighting that they collectively hold a relatively small percentage of the units to be voted on at the special meeting.

Key Highlights

  • 1ETE's Form S-4 registration statement for the merger with ETP has been declared effective by the SEC as of September 7, 2018.
  • 2ETP has filed its definitive proxy statement/prospectus with the SEC for unitholder approval of the merger.
  • 3Kelcy L. Warren, CEO of ETP's general partner, acquired 2,000,000 ETP common units on September 7 and September 10, 2018.
  • 4Following Mr. Warren's acquisition, he directly owns 4,287,442 ETP common units.
  • 5The proxy statement/prospectus does not reflect Mr. Warren's recent acquisition of ETP common units.
  • 6As of September 10, 2018, ETE's directors and executive officers (including ETE and subsidiaries) beneficially owned approximately 2.8% of ETP common units eligible for the special meeting vote.
  • 7As of September 10, 2018, ETP's directors and executive officers (excluding ETE and subsidiaries) beneficially owned approximately 0.4% of ETP common units eligible for the special meeting vote.

Frequently Asked Questions

The main purpose of this 8-K filing is to inform investors that Energy Transfer Equity's (ETE) registration statement for the merger with Energy Transfer Partners (ETP) has been declared effective by the SEC and that ETP has filed its definitive proxy statement/prospectus. It also discloses recent unit acquisitions by a key executive.

No, the merger has not been approved yet. This filing indicates that the necessary SEC documentation (registration statement and proxy statement/prospectus) is now in place, and ETP's unitholders will vote on the transaction at a special meeting.

Kelcy L. Warren is the Chairman and Chief Executive Officer of Energy Transfer Partners, L.L.C., the general partner of ETP. His recent acquisition of 2,000,000 ETP common units is highlighted to inform investors of his increased direct ownership, although this information was not yet incorporated into the official proxy statement/prospectus at the time of filing. It signals continued confidence or stake by a key leader.

Investors and security holders are urged to read the proxy statement/prospectus. Free copies can be obtained from the SEC's website (www.sec.gov) or by contacting ETP or ETE's Investor Relations department at 8111 Westchester Drive, Dallas, TX 75225, or via email at [email protected].