Issuer Free Writing Prospectus dated September 15, 2010
Filed Pursuant to Rule 433
Registration No. 333-164414
ENERGY TRANSFER EQUITY, L.P.
7.500% Senior Notes due 2020
Pricing Term Sheet
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Issuer:
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Energy Transfer Equity, L.P. |
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Security Type:
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Senior Unsecured Notes |
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Issue Ratings (Moody’s / S&P / Fitch):
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Ba2 / BB- / BB* |
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Minimum Denomination:
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$2,000 |
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Pricing Date:
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September 15, 2010 |
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Settlement Date:
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September 20, 2010 |
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Maturity Date:
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October 15, 2020 |
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Principal Amount:
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$1,800,000,000 |
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Benchmark:
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2.625% due August 15, 2020 |
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Spread to Benchmark:
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+ 488 bps |
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Yield to Maturity:
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7.500% |
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Coupon:
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7.500% |
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Public Offering Price:
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100.000% |
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Gross Spread:
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1.5104% |
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Net Proceeds to Issuer (before expenses):
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$1,772,812,500 |
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Optional Redemption:
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Make whole call: T + 50 bps |
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Interest Payment Dates:
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April 15 and October 15, beginning April 15, 2011 |
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Interest Record Dates:
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April 1 and October 1 |
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CUSIP / ISIN:
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29273V AC4 / US29273VAC46 |
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Joint Bookrunning Managers:
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Credit Suisse Securities (USA) LLC
Morgan Stanley & Co. Incorporated
Wells Fargo Securities, LLC
Banc of America Securities LLC
Citigroup Global Markets Inc.
UBS Securities LLC |
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Co-Managers:
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BNP Paribas Securities Corp.
Deutsche Bank Securities Inc.
SunTrust Robinson Humphrey, Inc. |
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Note: A securities rating is not a recommendation to buy, sell or hold a security and may be
subject to revision or withdrawal at any time. |
Use of Proceeds
We anticipate using the net proceeds from this offering of approximately $1.77 billion to repay all
of the $142.1 million of indebtedness outstanding under our existing revolving credit facility and
to repay in full all of the $1.45 billion of indebtedness outstanding under our term loan facility.
In addition, we anticipate using approximately $168.6 million of the net proceeds of this offering
to fund the estimated cost to terminate interest rate swap agreements relating to these outstanding
borrowings and the remaining amount of the net proceeds of this offering for general partnership
purposes.
The issuer has filed a registration statement (including a base prospectus and a prospectus
supplement) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this
communication relates. Before you invest, you should read the prospectus supplement for this
offering, the prospectus in that registration statement and any other documents the issuer has
filed with the SEC for more complete information about the issuer and this offering. You may get
these documents for free by searching the SEC online data base (EDGAR) on the SEC web site at
http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the
offering will arrange to send you the prospectus supplement
and prospectus if you request it by calling Credit Suisse Securities (USA) LLC at (800) 221-1037,
Morgan Stanley & Co. Incorporated at (866) 718-1649 or prospectus@morganstanley.com, Wells Fargo
Securities, LLC at (704) 715-7035, Banc of America Securities LLC at (800) 294-1322 or
dg.prospectus_requests@baml.com, Citigroup Global Markets Inc. at (800) 831-9146 or
batprospectusdept@citi.com and UBS Securities LLC at (888) 827-7275.