Summary
Energy Transfer LP (ET) announced on February 16, 2021, its entry into a definitive Agreement and Plan of Merger to acquire Enable Midstream Partners, L.P. (Enable) in a unit-for-unit transaction. Under the terms of the agreement, Enable unitholders will receive 0.8595 ET common units for each Enable common unit they own. This strategic acquisition aims to enhance ET's scale and operational synergies within the midstream energy sector. The transaction is subject to customary closing conditions, including the approval of Enable's unitholders and regulatory clearances, such as the Hart-Scott-Rodino (HSR) Act review. The merger agreement includes provisions for asset divestitures or operational modifications if necessary to obtain antitrust approval, with a target closing date of November 30, 2021, extendable under certain conditions. Significant unitholders, CenterPoint Energy, Inc. and OGE Energy Corp., have entered into support agreements to vote their substantial stakes in favor of the merger, which is a crucial step towards completion.
Key Highlights
- 1Energy Transfer LP (ET) enters into a merger agreement to acquire Enable Midstream Partners, L.P. (Enable).
- 2Enable common unitholders will receive 0.8595 ET common units for each Enable common unit.
- 3The transaction is structured as a unit-for-unit merger, aiming to increase ET's scale and market presence.
- 4The deal requires approval from Enable's unitholders and satisfaction of customary closing conditions, including antitrust review under the HSR Act.
- 5CenterPoint Energy, Inc. and OGE Energy Corp., major Enable unitholders, have signed support agreements to approve the merger.
- 6ET may be required to divest assets or modify operations to secure regulatory approval.
- 7The merger agreement includes a termination fee of $97,500,000 under specific circumstances, and a target closing date of November 30, 2021.