0001209191-15-038659.txt : 20150504
0001209191-15-038659.hdr.sgml : 20150504
20150504213119
ACCESSION NUMBER: 0001209191-15-038659
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150430
FILED AS OF DATE: 20150504
DATE AS OF CHANGE: 20150504
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Energy Transfer Partners, L.P.
CENTRAL INDEX KEY: 0001012569
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 731493906
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3738 OAK LAWN AVENUE
CITY: DALLAS
STATE: TX
ZIP: 75219
BUSINESS PHONE: 214-981-0700
MAIL ADDRESS:
STREET 1: 3738 OAK LAWN AVENUE
CITY: DALLAS
STATE: TX
ZIP: 75219
FORMER COMPANY:
FORMER CONFORMED NAME: ENERGY TRANSFER PARTNERS LP
DATE OF NAME CHANGE: 20040405
FORMER COMPANY:
FORMER CONFORMED NAME: HERITAGE PROPANE PARTNERS L P
DATE OF NAME CHANGE: 19960424
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Long Thomas E
CENTRAL INDEX KEY: 0001345700
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11727
FILM NUMBER: 15830229
MAIL ADDRESS:
STREET 1: 370 17TH STREET
STREET 2: SUITE 2775
CITY: DENVER
STATE: CO
ZIP: 80202
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-04-30
0
0001012569
Energy Transfer Partners, L.P.
ETP
0001345700
Long Thomas E
3738 OAK LAWN AVENUE
DALLAS
TX
75219
0
1
0
0
Chief Financial Officer
Common Units
2015-04-30
4
A
0
15651
A
15651
D
Phantom Units with DER
2015-04-30
4
A
0
38533
0.00
A
Common Units
38532
38533
D
Pursuant to the Agreement and Plan of Merger, dated as of January 25, 2015, as amended by Amendment No. 1 thereto, dated as of February 18, 2015 (as amended, the "Merger Agreement") by and among Regency Energy Partners LP ("Regency"), Regency GP LP, Energy Transfer Partners, L.P. ("ETP"), Energy Transfer Partners GP, L.P., Rendezvous I LLC ("Rendezvous I"), Rendezvous II LLC and, solely for purposes of certain provisions therein, Energy Transfer Equity, L.P., under which Regency merged with Rendezvous I (the "Merger"), with Regency surviving the merger as a wholly owned subsidiary of ETP. Upon the April 30, 2015 closing of the Merger, each Regency common unit issued and outstanding or deemed issued and outstanding immediately prior to the effective time, converted into the right to receive 0.4124 ETP common units.
Also pursuant to the Merger Agreement, upon the April 30, 2015 closing of the Merger, each award of Regency phantom units (other than phantom units held by the chief executive officer and non-employee directors of Regency) was converted into the right to receive an award of phantom units of ETP relating to a number of ETP common units that reflects an exchange ratio of 0.4124 ETP common units for each Regency common unit. Each phantom unit is the economic equivalent of one common unit representing a limited partner interest in ETP and is accompanied by a distribution equivalent right, entitling the holder to an amount equal to any cash distributions paid on each of ETP's common units.
Of the 38,533 total unvested converted phantom units, (i) 13,651 phantom units relate to a grant of Regency phantom units on December 16, 2014 (the "2014 Grant"), (ii) 10,860 phantom units relate to a grant of Regency phantom units on December 5, 2013 (the "2013 Grant"), (iii) 10,310 phantom units relate to a grant of Regency phantom units on December 5, 2012 (the "2012 Grant") and (iv) 3,712 phantom units relate to a grant of Regency phantom units on December 21, 2011 (the "2011 Grant"). The unvested converted phantom units will vest as follows: (Continued in Footnote 4)
60% of the unvested converted phantom units which relate to the 2014 Grant will cliff vest on December 5, 2017, and the remaining 40% will vest on December 5, 2019;
60% of the unvested converted phantom units which relate to the 2013 Grant will cliff vest on December 5, 2016, and the remaining 40% will vest on December 5, 2018;
60% of the unvested converted phantom units which relate to the 2012 Grant will cliff vest on December 5, 2015, and the remaining 40% will vest on December 5, 2017; and
50% of the unvested converted phantom units which relate to the 2011 Grant will cliff vest on December 2, 2015, and the remaining 50% will vest on December 5, 2016.
On such dates, the Partnership will issue ETP common units in settlement of the phantom units.
Not applicable.
Peggy J. Harrison as Attorney-in-Fact for Thomas E. Long
2015-05-04