Energy Transfer Partners LP : Energy Transfer Partners Announces Results of Maximum Tender Offer as of Early Tender Date

DALLAS--(BUSINESS WIRE)--Jan. 24, 2012-- Energy Transfer Partners, L.P. (NYSE: ETP) today announced that $1,285,212,000 in aggregate principal amount of its senior notes were validly tendered and not withdrawn before 5:00 p.m., New York City time on January 23, 2012, or the early tender date, for ETP's previously announced Maximum Tender Offer, according to information provided by D.F. King & Co., Inc., the tender agent for the tender offers, as set forth in the table below. The Maximum Tender Offer is made pursuant to an Offer to Purchase dated January 9, 2012, which sets forth a comprehensive discussion of the terms of the Maximum Tender Offer.

Title of Security		Principal Amount Outstanding ($)		Tender Cap ($)		Principal Amount Tendered ($)		Percentage of Outstanding Amount Tendered		Acceptance Priority Level
Maximum Tender Offer
9.700% Senior Notes due 2019 (CUSIP 29273RAK5)		$600,000,000		$200,000,000		$359,338,000		59.89%		1
9.000% Senior Notes due 2019 (CUSIP 29273RAM1)		$650,000,000		$200,000,000		$375,371,000		57.75%		2
8.500% Senior Notes due 2014 (CUSIP 29273RAL3)		$350,000,000		N/A		$293,875,000		83.96%		3
6.000% Senior Notes due 2013 (CUSIP 29273RAG4)		$350,000,000		N/A		$256,628,000		73.32%		4

The Maximum Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on February6, 2012, unless extended. If more than the maximum tender amount of $458,050,000 in aggregate principal amount of notes are tendered and not withdrawn before the expiration of the Maximum Tender Offer, the tendered notes will be purchased in accordance with the acceptance priority levels (in numerical priority order) and tender caps set forth above. If notes of a series subject to a tender cap are tendered in an amount greater than the tender cap for such series, the amount of notes purchased in that series will be limited to the tender cap and will be prorated based on the aggregate principal amount tendered for that series of notes. If there are insufficient remaining funds to purchase all of the notes of a series in an applicable priority level, the amount of notes purchased in that series will be prorated based on the aggregate principal amount tendered for that series of notes. In that event, notes of other series subject to the Maximum Tender Offer with a lower acceptance priority level than the prorated series of notes will not be accepted for purchase. Based on tender results as of the early tender date, the 6.000% Senior Notes due 2013 will not be accepted for purchase by ETP due to the acceptance priority levels described above. Therefore, the 6.000% Senior Notes due 2013 tendered by holders pursuant to the Maximum Tender Offer will be returned to such holders as soon as possible.

Holders of notes subject to the Maximum Tender Offer who validly tendered and did not withdraw their notes before the early tender date will receive the total consideration. Holders of notes subject to the Maximum Tender Offer who tender their notes after the early tender date will receive the tender offer consideration, which is the total consideration minus $30.00 per $1,000 principal amount of notes tendered by such holder that are accepted for purchase. All payments for notes purchased in the Maximum Tender Offer will also include accrued and unpaid interest on the principal amount tendered up to, but not including the settlement date for the Maximum Tender Offer, which is currently expected to be February 7, 2012. Holders of notes subject to the Maximum Tender Offer who tender their notes after the early tender date may not withdraw their notes, unless otherwise required by law.

ETP has retained J.P. Morgan Securities LLC and UBS Securities LLC to serve as joint dealer managers, and D.F. King & Co., Inc. to serve as the tender agent and information agent for the tender offers.

ETP may amend, extend or terminate any tender offer at any time in its sole discretion.

Requests for documents may be directed to D.F. King & Co., Inc. by telephone at 800.859.8508 or in writing at 48 Wall Street, New York, New York 10005. Questions regarding the tender offers may be directed to J.P. Morgan Securities LLC at 866.834.4666 or UBS Securities LLC at 888.719.4210.

This press release is not a tender offer to purchase or a solicitation of acceptance of a tender offer, which may be made only pursuant to the terms of the Offer to Purchase. The tender offers are not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction where the laws require the tender offer to be made by a licensed broker or dealer, the tender offer will be deemed made on behalf of ETP by J.P. Morgan Securities LLC and UBS Securities LLC, or one or more registered brokers or dealers under the laws of such jurisdiction. None of ETP, its management, J.P. Morgan Securities LLC, UBS Securities LLC or D.F. King & Co. makes any recommendation as to whether holders should tender notes in response to the tender offers.

Energy Transfer Partners, L.P. (NYSE: ETP) is a publicly traded partnership owning and operating a diversified portfolio of energy assets. ETP has pipeline operations in Arizona, Arkansas, Colorado, Louisiana, New Mexico, Utah and West Virginia and owns the largest intrastate pipeline system in Texas. ETP currently has natural gas operations that include more than 17,500 miles of gathering and transportation pipelines, treating and processing assets, and three storage facilities located in Texas. ETP also holds a 70% interest in Lone Star NGL LLC, a joint venture that owns and operates NGL storage, fractionation and transportation assets in Texas, Louisiana and Mississippi.

Statements about the tender offers may be forward-looking statements. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside the control of ETP, and a variety of risks that could cause results to differ materially from those expected by management of ETP. ETP undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contacts

J.P. MORGAN 383 Madison Avenue New York, New York 10179 Toll Free: [phone] Collect: [phone] Attention: Liability Management Group

UBS INVESTMENT BANK 677 Washington Boulevard Stamford, Connecticut 06901 Toll Free: [phone] Collect: [phone] Attention: Liability Management Group

Source: Energy Transfer Partners, L.P.

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