Energy Transfer LP · NYSE:ET

Energy Transfer LP — Energy Transfer Equity — Merger or Acquisition (May 2010)

12 slides from Energy Transfer LP's merger presentation, May 11, 2010

  1. Slide 1: Energy Transfer Equity Acquisition of Regency Energy Partners' General Partner

    Energy Transfer Equity Acquisition of Regency Energy Partners’ General Partner Investor Presentation May 11, 2010

  2. Slide 2: Legal Disclaimer

    Legal Disclaimer This presentation may contain statements about future events, outlook and expectations of Energy Transfer Partners, L.P. (“ETP”), Energy Transfer Equity, L.P. (“ETE”) and Regency Energy Partners LP (“RGNC”) (collectively, the “Partnerships”), all of which are forward-looking stateme

  3. Slide 3: Transaction Overview

    Transaction Overview ETE and GE Energy Financial Services (“GE”) announced today a series of transactions whereby ETE will acquire 100% of Regency Energy Partners’ (“RGNC”) general partner (“RGNC GP”) from GE. Concurrently, RGNC will acquire a 49.9% interest in Midcontinent Express Pipeline (“MEP”)

  4. Slide 4: ETE Pro Forma Consolidated Asset Map

    ETE Pro Forma Consolidated Asset Map 3

  5. Slide 5: Transaction Rationale for ETE

    Transaction Rationale for ETE • Attractive, complementary assets aligned with ETE’s growth strategy – Improves ETE’s position in major shale plays (Haynesville, Eagle Ford, Marcellus, Barnett and Fayetteville) – Diversifies operations and provides additional sources of fee-based margin – Enhances pl

  6. Slide 6: Transaction Structure

    Transaction Structure Step 1 – ETP / ETE MEP Exchange • ETE acquires 100% of the equity interests of the entity that owns a 49.9% (1) interest in MEP from ETP in exchange for the redemption of ETP units owned by ETE • Valuation of approximately $600 million and assumption of 2010E capital contributi

  7. Slide 7: Governance Matters

    Governance Matters • ETE will own and control the general partner of RGNC – As a result, ETE will have the right to appoint all of the members of the Board of Directors of RGNC, except that GE will have the right to appoint two directors until it owns less than 15% of the outstanding RGNC common uni

  8. Slide 8: Organization Summary

    Organization Summary Current Corporate Structure Pro Forma Corporate Structure Energy Transfer Equity, L.P. $300 million 1.8% ETP GP Interest preferred interest 100% ETP IDRs Energy Transfer Equity, L.P. 28.1% ETP Common Units(1) ~1.8% General Partner Interest 2.0% RGNC GP Interest Management / 100%

  9. Slide 9: Pro Forma ETE Overview

    Pro Forma ETE Overview • ETE’s cash flows will be generated through its ownership interests in ETP and RGNC, which will include: ($ and units in millions, except per unit data) Pro Forma GP IDR LP LP Units Unit Market Ownership Ownership Ownership Owned Price Value ETP 1.8% 100% 28.1% 50.2 $47.10 $2

  10. Slide 10: Transaction Rationale for ETP

    Transaction Rationale for ETP • Receiving an attractive multiple for its interest in MEP • Attractive capital re-deployment opportunities available to replace MEP • ETP will continue to deliver volumes to MEP through its Intrastate system • Future growth projects more accretive due to reduced number

  11. Slide 11: ETE Transaction Considerations & Benefits

    ETE Transaction Considerations & Benefits • No external capital requirements for ETE related to these transactions • ETE will receive stable, growing distributions through its Limited Partner Interests (estimated 28.1% of ETP’s common units outstanding, 22.0% of RGNC’s common units outstanding), Gen

  12. Slide 12: ETE Transaction Considerations & Benefits

    ETE Transaction Considerations & Benefits • ETE is expected to continue to deliver strong distribution rate growth – ETP has a strong track record of distribution growth having grown LP distributions per unit by a 13.1% CAGR since calendar Q1 2005 (1) – RGNC has shown consistent distribution growth

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