Energy Transfer Equity, L.P. Revises Agreement To Acquire Southern Union Company For $8.9 Billion, Including $5.1 Billion In Cash And ETE Common Units

Energy Transfer Equity, L.P. (ETE) and Southern Union Company (SUG) announced that they have entered into an amended and restated merger agreement under which ETE will acquire SUG for $8.9 billion, including $5.1 billion in cash and ETE common units. Under the terms of the revised agreement, which has been unanimously approved by the boards of directors of both companies, SUG shareholders can elect to exchange their common shares for $40.00 of cash or 0.903 ETE common units. The maximum cash component is 60% of the aggregate consideration and the common unit component can fluctuate between 40% and 50%. The merger is not subject to any financing contingency as ETE has secured approximately $3.3 billion in committed financing from Credit Suisse to fund the cash consideration to SUG shareholders. In connection with the revised merger agreement, ETE also announced a binding agreement for the drop down of Southern Union Company’s 50% interest in Citrus Corp., which owns 100% of the Florida Gas Transmission pipeline system, to Energy Transfer Partners, L.P., for $1.9 billion in cash. The drop down of this interest in Citrus Corp. is subject to the closing of ETE’s acquisition of SUG and is not subject to any financing condition on the part of ETP or ETP unitholder approval. Credit Suisse Securities (USA) LLC acted as exclusive financial advisor to ETE, with Latham & Watkins LLP, Bingham McCutchen LLP and Potter Anderson having acted as legal counsel.