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