Energy Transfer LP (NYSE:ET) entered into a definitive merger agreement to acquire Crestwood Equity Partners LP (NYSE:CEQP) from ALPS Advisors, Inc., FR XIII Crestwood Permian Basin Holdings LLC and others for approximately $2.9 billion on August 16, 2023. Under the terms of the agreement, Crestwood common unitholders will receive 2.07 Energy Transfer common units for each Crestwood common unit. The consideration is including the assumption of $3.3 billion of debt, based on the closing price on August 15, 2023. Upon termination of the Merger Agreement under specified circumstances, including, among others, the termination by Energy Transfer in the event of a Change of Recommendation or by the Partnership in order to enter into a definitive agreement with respect to a Superior Offer, the Partnership would be required to pay Energy Transfer a termination fee of $96 million.

The transaction is expected to close in the fourth quarter of 2023, subject to the approval of Crestwood?s unitholders, regulatory approvals, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, the effectiveness of the registration statement on Form S-4 and other customary closing conditions. Upon closing, Crestwood common unitholders are expected to own approximately 6.5% of Energy Transfer?s outstanding common units. As of September 26, 2023, Energy Transfer LP and Crestwood Equity Partners announced expiration of Hart-Scott-Rodino Act waiting period for the transaction. As of October 30, 2023, Crestwood unitholders approved the transaction and the transaction is expected to close on November 3, 2023.

Cleary Gottlieb is representing BofA Securities Inc. as financial advisor to Energy Transfer LP and Debbie Yee, Sean Wheeler, Camille Walker, David Wheat, Joe Tobias, Julian Seiguer, Atma Kabad, Rob Fowler, Stephanie Jeane and Rachael Lichman of Kirkland & Ellis LLP acted as legal counsel. Intrepid Partners, LLC, Evercore and Morgan Stanley (NYSE:MS) acted as financial advisors to Crestwood and Sarah Morgan, Steve Gill, Ramey Layne, John Lynch, Ryan Carney, Peter Rogers, Shane Tucker, Hill Wellford, Becky Baker of Vinson & Elkins LLP acted as legal counsel. Bracewell LLP represented Evercore, financial advisor to the board of directors of Crestwood Equity Partners LP. Expected to be immediately accretive to DCF per unit upon closing. Innisfree M&A Incorporated acted as information agent to Crestwood and will receive fee of $45,000 for its services. Equiniti Trust Company, LLC acted as transfer agent to Energy Transfer.

Energy Transfer LP (NYSE:ET) acquired Crestwood Equity Partners LP (NYSE:CEQP) from ALPS Advisors, Inc., FR XIII Crestwood Permian Basin Holdings LLC and others on November 3, 2023. The new Energy Transfer preferred units will be Series I Fixed Rate Perpetual Preferred Units and will trade on the NYSE under the ticker symbol ?ETprI?. Effective with the opening of the market on November 3, 2023, Crestwood?s common units and preferred units ceased trading on the New York Stock Exchange (NYSE).