Tax Information Related To Mergers, Acquisitions & Exchange Offers

Tax Information Related To Mergers, Acquisitions & Exchange Offers

Energy Transfer LP and Crestwood Equity Partners, LP Merger

On November 3, 2023, Energy Transfer LP (ET) and Crestwood Equity Partners, LP (CEQP) completed their previously announced merger, in which ET acquired CEQP. Effective with the opening of the market on November 3, 2023, CEQP ceased to be a publicly traded company and its common stock and preferred units, previously listed on the NYSE under the ticker symbols “CEQP” and “CEQP-P,” respectively, discontinued trading.

Read the Closing Release for More Details (link this to closing release here: https://ir.energytransfer.com/news-releases/news-release-details/energy-transfer-completes-acquisition-crestwood).

 

 

Energy Transfer LP and Enable Midstream Partners, LP Merger

On December 2, 2021, Energy Transfer LP (ET) and Enable Midstream Partners, LP (ENBL) completed their previously announced merger, in which ET acquired ENBL. Effective with the opening of the market of December 3, 2021, ENBL common units discontinued trading on the NYSE as a result of the acquisition.
Read the closing news release for full details

 

 

Merger of Energy Transfer Operating, L.P. into Energy Transfer LP

On April 1, 2021, the Partnership completed several internal reorganization transactions, including the merger of Energy Transfer Operating, L.P. directly into Energy Transfer LP.
Read the 8-K for additional details

 

 

Energy Transfer LP and SemGroup Corporation Merger

On December 5, 2019, Energy Transfer LP (ET) and SemGroup Corporation (SEMG) completed their previously announced merger, in which ET acquired SEMG. Effective with the opening of the market on December 5, 2019, SEMG ceased to be a publicly-traded company and its common stock, previously listed on the NYSE under the ticker symbol “SEMG,” discontinued trading.
Read the closing news release for full details

 

 

Senior Notes Exchange Offer and Consent Solicitation

On March 25, 2019, Energy Transfer Operating, L.P. (“ETO”) completed its previously announced offers to exchange any and all validly tendered and accepted senior notes previously issued by Energy Transfer LP (“ET”), for new notes issued by ETO and the related solicitations of consents to amend the indenture governing the existing ET Notes. Read the closing news release for full details

The following table shows final pricing information for Energy Transfer LP senior notes on the settlement date of the exchange offers.

Security

Benchmark

Bid

Bid price

Ask

Ask price

7.5 due 2020

T 2.5 2/28/2021

80

106.698

75

106.777

4.25 due 2023

T 2.375 2/29/2024

125

102.848

120

103.024

5.875 due 2024

T 2.375 2/29/2024

138

109.653

135

109.785

5.5 due 2027

T 2.625 2/15/2029

180

108.700

175

109.052

Source: J.P. Morgan quotes as of 3/25/19

 

 

 

 

 

 

Energy Transfer Equity and Energy Transfer Partners Merger

On October 19 , 2018, Energy Transfer Equity (ETE) and Energy Transfer Partners (ETP) closed on their previously announced merger, in which ETE acquired ETP. Upon closing of the merger, ETE changed its name to Energy Transfer LP, and applied to list its common units on the NYSE under the ticker symbol “ET.” Effective with the opening of market on October 19, 2018, ETP is no longer a publicly traded company and trading of its common units, previously listed on the NYSE under the ticker symbol “ETP,” ceased. Also effective with the opening of market on October 19, 2018, ETE common units began trading on the NYSE under the new symbol “ET.”
Read the closing news release for full details

 

 

Energy Transfer Partners and Sunoco Logistics Partners Complete Merger

On April 28, 2017, Energy Transfer Partners (ETP) and Sunoco Logistics Partners (SXL) closed on their previously announced merger, in which SXL acquired ETP. Upon closing of the merger, SXL changed its name to Energy Transfer Partners, L.P. and applied to list its common units on the NYSE under the ticker symbol “ETP.” Effective with the opening of market on April 28, 2017, ETP ceased to be a publicly traded company and its common units previously listed on the NYSE under the ticker symbol “ETP” have been de-listed. Effective with the opening of market on May 1, 2017, SXL common units began trading on the NYSE under the new symbol “ETP.” This change is now reflected in the ETP stock price.
Read the closing news release for full details

 

Energy Transfer Partners merger with Regency Energy Partners

 

Acquisition of Susser Holdings Corporation

On August 29, 2014, Energy Transfer Partners, L.P. (NYSE: ETP) and Susser Holdings Corporation (NYSE: SUSS) announced the closing of their previously announced merger. Under the terms of the merger, SUSS shareholders had the option to receive either (i) a combination of 0.7253 ETP common units and a one-time cash payment of $40.125 per SUSS share, (ii) a cash payment of $80.25 per SUSS share or (iii) 1.4506 ETP common units per SUSS share. Shareholder elections were subject to proration to ensure that aggregate cash paid and common units issued each represented 50% of the aggregate merger consideration. In addition, SUSS shareholders otherwise entitled to a fractional ETP common unit received a cash payment in lieu of a fractional ETP common unit.

Effective with the closing of the market on August 29, 2014, SUSS ceased to be a publicly traded company.

If you received ETP units as a result of the merger, please refer to SUSS IRS Form 8937 - "Report of Organizational Actions Affecting Basis of Securities" – which can assist you in determining the income tax consequences of the exchange. This information does not constitute tax advice and does not take into account any unitholder's specific circumstances. Unitholders are urged to consult their own tax adviser.

 

Acquisition of Southern Union Company

On March 26, 2012, Energy Transfer Equity, L.P. (NYSE: ETE) and Southern Union Company (NYSE: SUG) announced the successful completion of the previously announced merger of SUG with and into Sigma Acquisition Corp., a wholly owned subsidiary of ETE. SUG is the surviving entity in the merger and will continue to operate as a wholly-owned subsidiary of ETE. Under the terms of the merger agreement, SUG stockholders were able to elect to exchange each outstanding share of SUG common stock for $44.25 of cash or 1.00x ETE common units, with no more than 60% of the aggregate merger consideration payable in cash and no more than 50% of the merger consideration payable in ETE common units.  Based on the final results of the merger consideration elections, holders of approximately 54% of outstanding SUG shares, or 67,985,929 shares, will receive cash, while holders of approximately 46% of outstanding SUG shares, or 56,981,860 shares, will receive ETE common units.  Effective with the closing of the market on March 26, 2012, SUG ceased to be a publicly traded company.

If you received ETE units as a result of this merger, please refer to the SUG Form 8937 and the SUG Section 6045B Supplemental Disclosure below for more information on the merger and the resulting effect on your ETE tax basis.

 

Acquisition of Sunoco, Inc.

On October 5, 2012, Energy Transfer Partners, L.P. (ETP-NYSE) and Sunoco, Inc. (SUN-NYSE) successfully completed the merger of SUN into SAM Acquisition Corporation, a wholly-owned subsidiary of Energy Transfer Partners, L.P.  Under the terms of the Merger Agreement, SUN shareholders received a combination of cash and ETP common units for each SUN share exchanged.   Company shareholders who received the standard mix of consideration received a combination of $25.00 in cash and .5245 of an ETP common unit in exchange for a SUN share.  Company shareholders who made a cash election received $26.47 in cash and .49373 of an ETP common unit in exchange for a SUN share.  Company shareholders making a unit election received 1.049 ETP common units in exchange for each share.  In addition, Company shareholders otherwise entitled to a fractional ETP common unit received a cash payment in lieu of such fractional ETP common unit.

If you received ETP units as a result of this merger, please refer to the Sunoco Form 8937 and the SUN supplemental information below for more information on the merger and the resulting effect on your ETP tax basis.

 

Sunoco, Inc. Spin-Off of SunCoke Energy, Inc.

Effective after the close of trading on January 17, 2012, Sunoco, Inc. (SUN) completed the distribution of the common stock of SunCoke Energy, Inc. (SXC) to SUN common shareholders.  As a result, SunCoke Energy, Inc. became an independent, publicly-traded company.  If you received SunCoke common stock as a result of this transaction, please refer to the Suncoke Form 8937 below for more information on the spin off and the effect on your tax basis.

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