8-KMaterial AgreementsFinancial EventsShareholder Matters+3

Energy Transfer LP 8-K Report, Material Agreement (Nov 6, 2023)

Filed November 6, 2023For Securities:ETET-PI

Summary

This 8-K filing by Energy Transfer LP (ET) on November 6, 2023, primarily details the completion of the merger with Crestwood Equity Partners LP and the subsequent integration of their financial obligations. A key development is Energy Transfer's assumption of Crestwood Midstream Partners' outstanding senior notes, totaling approximately $3.15 billion across five separate indentures. This action formalizes the financial implications of the merger, ensuring continuity for the noteholders of the acquired entity. Furthermore, the filing outlines the issuance of 41,464,187 Series I Preferred Units by Energy Transfer to former Crestwood preferred unitholders. These new units rank on parity with existing ET preferred units and carry specific distribution rights and conversion features. The terms include a quarterly distribution of $0.2111 per unit, with provisions for payment in cash or ET common units under certain conditions. This issuance also necessitated amendments to Energy Transfer's Limited Partnership Agreement, reflecting the new class of preferred units and their associated rights and voting powers, alongside a restated agreement reflecting all amendments.

Key Highlights

  • 1Energy Transfer LP officially assumed approximately $3.15 billion in outstanding senior notes from Crestwood Midstream Partners LP through supplemental indentures.
  • 2This assumption of debt is a direct consequence of the completed merger between Energy Transfer and Crestwood Equity Partners.
  • 3Energy Transfer issued 41,464,187 Series I Preferred Units to former Crestwood preferred unitholders.
  • 4The Series I Preferred Units are on parity with existing ET preferred units and have a cumulative quarterly distribution of $0.2111 per unit.
  • 5The terms of the Series I Preferred Units include specific provisions for cash distributions, limitations on junior/parity security distributions if preferred distributions are in arrears, and conversion rights into ET common units.
  • 6Amendments to Energy Transfer's Limited Partnership Agreement were executed to incorporate the Series I Preferred Units and their associated rights, and the agreement was restated to reflect all amendments.
  • 7The filing incorporates by reference a press release dated November 3, 2023, announcing the completion of the merger.

Frequently Asked Questions

Energy Transfer has assumed approximately $3.15 billion in aggregate principal amount of senior notes issued by Crestwood Midstream Partners LP across five different indentures.

The Series I Preferred Units are on parity with Energy Transfer's existing preferred units. They are entitled to a cumulative quarterly distribution of $0.2111 per unit, with specific conditions for cash payment and potential conversion into Energy Transfer common units.

If Energy Transfer fails to pay the preferred distribution on the Series I Preferred Units in full in cash, the company may be restricted from making distributions on its common units until all accrued preferred distributions are paid. The Series I Preferred Units also have specific participation rights in distributions exceeding a 'Specified Distribution Amount'.

This filing formalizes significant financial aspects of the recently completed merger between Energy Transfer and Crestwood Equity Partners. It details the assumption of debt and the issuance of new preferred units, which are critical steps in integrating the two entities.