ETP - 12.31.2012 8-K - Pro Forma
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 4, 2013
ENERGY TRANSFER PARTNERS, L.P.
(Exact name of Registrant as specified in its charter)
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Delaware | | 1-11727 | | 73-1493906 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
3738 Oak Lawn Avenue
Dallas, Texas 75219
(Address of principal executive offices)
(214) 981-0700
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
This Current Report on Form 8-K is being filed by Energy Transfer Partners, L.P. (“ETP”) to provide investors with updated unaudited pro forma condensed consolidated financial information in connection with (i) ETP's acquisition of Sunoco, Inc. (“Sunoco”) completed on October 5, 2012, (ii) Energy Transfer Equity, L.P.'s contribution of its interest in Southern Union Company (“Southern Union”) to ETP Holdco Corporation (“Holdco”), an ETP-controlled entity, in exchange for a 60% equity interest in Holdco, and ETP's contribution of its interest in Sunoco to Holdco, in exchange for the continuation of a 40% equity interest in Holdco, (iii) the sale of Southern Union's Distribution segment to subsidiaries of the Laclede Group, Inc. (“Laclede”), expected to close in the third quarter of 2013, (iv) the contribution of Southern Union's Gathering and Processing segment to Regency Energy Partners LP (“Regency”), expected to close in the second quarter of 2013, and (v) ETP's acquisition of ETE's 60% interest in Holdco, expected to close in the second quarter of 2013. The updated unaudited pro forma condensed consolidated financial information included in this Current Report on Form 8-K also reflects the pro forma impact of Sunoco's exit from its Northeast refining operations by contributing certain refining assets and various commercial contracts to a joint venture on September 8, 2012.
Exhibit 99.1 to this Current Report on Form 8-K presents the following unaudited pro forma condensed consolidated financial information of ETP and its subsidiaries, which has been prepared in accordance with Article 11 of Regulation S-X:
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• | Unaudited pro forma condensed consolidated balance sheet as of December 31, 2012; |
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• | Unaudited pro forma condensed consolidated statement of operations for the year ended December 31, 2012; and |
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• | Notes to unaudited pro forma condensed consolidated financial statements. |
Item 9.01. Financial Statements and Exhibits.
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Exhibit Number | | Description |
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99.1 | | Unaudited Pro Forma Condensed Consolidated Financial Statements |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| ENERGY TRANSFER PARTNERS, L.P. | |
| By: | Energy Transfer Partners GP, L.P., | |
| | its general partner | |
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| By: | Energy Transfer Partners, L.L.C. | |
| | its general partner | |
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Date: April 4, 2013 | /s/ Martin Salinas, Jr. | |
| Martin Salinas, Jr. | |
| Chief Financial Officer | |
EXHIBIT INDEX
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Exhibit Number | | Description |
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99.1 | | Unaudited Pro Forma Condensed Consolidated Financial Statements |