Energy Transfer Equity Believes its Agreement to Acquire Southern Union is Superior to the Highly Conditional Proposal from W...
24 6월 2011 - 12:41PM
Business Wire
Energy Transfer Equity L.P. (NYSE:ETE) notes that
Williams (NYSE:WMB) floated a non-binding, conditional proposal to
acquire Southern Union Company (NYSE:SUG) in a fully-taxable
transaction to SUG shareholders. ETE believes its binding agreement
provides superior value to SUG shareholders as compared to the
Williams proposal.
From a price standpoint, ETE’s transaction is not a $33.00 per
share offer as Williams contends. Rather, the ETE transaction is a
tax deferred structure that provides SUG shareholders significant
potential upside through at least an 8.25% annualized yield (paid
quarterly) as well as the ability for SUG shareholders, at their
option, to convert into ETE common units at a fixed exchange ratio
of 0.770x after the first anniversary of closing. Tellingly, prior
to withdrawing equity research coverage on ETE today, Williams’ own
financial advisors, Barclays Capital and Citi, had stated target
prices of $53.00 and $52.50 respectively, representing an
additional 15+% upside from ETE’s closing unit price of $45.57 on
June 23, 2011.
Furthermore, the Williams proposal does not have committed
financing, may have negative ratings consequences for SUG, is
subject to completion of due diligence and may have material
anti-trust regulatory challenges.
In contrast, ETE’s agreement with SUG has been unanimously
approved by the Boards of Directors of both companies, is not
subject to any financing conditionality or ETE unitholder approval
and is not expected to result in any anti-trust issues. In
addition, ETE’s transaction has been reviewed by all the credit
rating agencies and is expected to have no ratings impact on the
current ratings of SUG.
Additional Information
In connection with the transaction, ETE and SUG will file a
joint proxy statement / prospectus and other documents with the
SEC. Investors and security holders are urged to carefully read
the definitive joint proxy statement / prospectus when it becomes
available because it will contain important information regarding
ETE, SUG and the transaction.
A definitive joint proxy statement / prospectus will be sent to
stockholders of SUG seeking their approval of the transaction.
Investors and security holders may obtain a free copy of the
definitive joint proxy statement / prospectus (when available) and
other documents filed by ETE and SUG with the SEC at the SEC’s
website, www.sec.gov. The definitive joint proxy statement /
prospectus (when available) and such other documents relating to
ETE may also be obtained free of charge by directing a request to
Energy Transfer Equity, L.P., Attn: Investor Relations, 3738 Oak
Lawn Avenue, Dallas, Texas 75219, or from ETE’s website,
www.energytransfer.com. The definitive joint proxy statement /
prospectus (when available) and such other documents relating to
SUG may also be obtained free of charge by directing a request to
Southern Union Company, Attn: Investor Relations, 5444 Westheimer
Road, Houston, Texas 77056, or from SUG’s website, www.sug.com.
ETE, SUG and their respective directors and executive officers
may, under the rules of the SEC, be deemed to be “participants” in
the solicitation of proxies in connection with the proposed
transaction. Information concerning the interests of the persons
who may be “participants” in the solicitation will be set forth in
the joint proxy statement / prospectus when it becomes
available.
The information contained in this press release is available on
the ETE web site at www.energytransfer.com.
This press release may include certain statements concerning
expectations for the future, including statements regarding the
anticipated benefits and other aspects of the proposed transactions
described above, that are forward-looking statements as defined by
federal law. Such forward-looking statements are subject to a
variety of known and unknown risks, uncertainties, and other
factors that are difficult to predict and many of which are beyond
the control of the management team of ETE. Among those is the risk
that conditions to closing the transaction are not met or that the
anticipated benefits from the proposed transactions cannot be fully
realized. An extensive list of factors that can affect future
results are discussed in the reports filed with the Securities and
Exchange Commission by ETE. ETE does not undertake any obligation
to update or revise any forward-looking statement to reflect new
information or events.
Energy Transfer Equity, L.P. (NYSE:ETE) is a
publicly traded partnership, which owns the general partner and 100
percent of the IDRs of ETP and approximately 50.2 million ETP
limited partner units; and owns the general partner and 100 percent
of the IDRs of RGNC and approximately 26.3 million RGNC limited
partner units. For more information, visit the Energy Transfer
Equity, L.P. web site at www.energytransfer.com.
Energy Transfer Partners, L.P. (NYSE:ETP) is
a publicly traded partnership owning and operating a diversified
portfolio of energy assets. ETP has pipeline operations in Arizona,
Arkansas, Colorado, Louisiana, New Mexico, Utah and West Virginia
and owns the largest intrastate pipeline system in Texas. ETP
currently has natural gas operations that include more than 17,500
miles of gathering and transportation pipelines, treating and
processing assets, and three storage facilities located in Texas.
ETP also holds a 70 percent interest in Lone Star NGL LLC (“Lone
Star”), a joint venture that owns and operates NGL storage,
fractionation and transportation assets in Texas, Louisiana and
Mississippi. ETP is also one of the three largest retail marketers
of propane in the United States, serving more than one million
customers across the country. For more information, visit the
Energy Transfer Partners, L.P. web site at
www.energytransfer.com.
Regency Energy Partners LP (NASDAQ:RGNC) is a
growth-oriented, midstream energy partnership engaged in the
gathering, contract compression, processing, marketing and
transporting of natural gas and natural gas liquids. RGNC also owns
the remaining 30 percent interest in Lone Star. RGNC’s general
partner is owned by ETE. For more information, visit the Regency
Energy Partners LP web site at www.regencyenergy.com.
Regency Energy Partners LP - Common Units Representing Limited Partner Interests (MM) (NASDAQ:RGNC)
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Regency Energy Partners LP - Common Units Representing Limited Partner Interests (MM) (NASDAQ:RGNC)
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