Energy Transfer LP Reports Material Definitive Agreement, Preferred Stock Issuance

TL;DR

**ET just issued more preferred stock, watch for dividend impacts.**

AI Summary

Energy Transfer LP (ET) filed an 8-K on January 25, 2024, to report the entry into a material definitive agreement. This filing indicates that the company has issued various classes of preferred stock, including Series C, D, E, and A, alongside its common units. This matters to investors because the issuance of preferred stock can impact the company's capital structure, potentially affecting common unit holders through dividend preferences or liquidation rights, and signals how the company is financing its operations or growth.

Why It Matters

This filing signals a change in Energy Transfer LP's capital structure, which could influence future dividend policies and the risk profile for common unit holders.

Risk Assessment

Risk Level: medium — The issuance of preferred stock introduces new financial obligations and preferences that could affect common unit holders, increasing financial leverage.

Analyst Insight

A smart investor would research the terms of the newly issued preferred stock to understand their impact on common unit holders, particularly regarding dividend priority and liquidation rights, and assess the company's overall debt and equity structure.

Key Players & Entities

• Energy Transfer LP (company) — the registrant filing the 8-K
• January 25, 2024 (date) — date of earliest event reported and filing date
• Series C Preferred Stock (other) — a class of preferred stock issued
• Series D Preferred Stock (other) — a class of preferred stock issued
• Series E Preferred Stock (other) — a class of preferred stock issued
• Series A Preferred Stock (other) — a class of preferred stock issued
• Common Units (other) — another class of equity mentioned in the filing

Forward-Looking Statements

• Energy Transfer LP's dividend policy for common unit holders may be reviewed or adjusted in light of new preferred stock obligations. (Energy Transfer LP) — medium confidence, target: 2024-12-31

FAQ

Key Financial Figures

• $1.25 billion — fering (the "Senior Notes Offering") of $1.25 billion aggregate principal amount of its 5.550
• $1.75 billion — r Notes due 2034 (the "2034 Notes") and $1.75 billion aggregate principal amount of its 5.950
• $800 million — ior Notes Offering, the "Offerings") of $800 million aggregate principal amount of its 8.000

Filing Documents

• d751351d8k.htm (8-K) — 38KB
• d751351dex42.htm (EX-4.2) — 188KB
• d751351dex43.htm (EX-4.3) — 149KB
• d751351dex51.htm (EX-5.1) — 18KB
• d751351dex52.htm (EX-5.2) — 18KB
• g751351g0125140700955.jpg (GRAPHIC) — 2KB
• g751351g0125140733360.jpg (GRAPHIC) — 2KB
• g751351g0125141639097.jpg (GRAPHIC) — 2KB
• 0001193125-24-015450.txt ( ) — 681KB
• et-20240125.xsd (EX-101.SCH) — 4KB
• et-20240125_def.xml (EX-101.DEF) — 15KB
• et-20240125_lab.xml (EX-101.LAB) — 24KB
• et-20240125_pre.xml (EX-101.PRE) — 16KB
• d751351d8k_htm.xml (XML) — 9KB

01

Item 1.01. Entry into a Material Definitive Agreement. On January 25, 2024, Energy Transfer LP (the "Partnership") completed its previously reported separate and concurrent (i) underwritten public offering (the "Senior Notes Offering") of $1.25 billion aggregate principal amount of its 5.550% Senior Notes due 2034 (the "2034 Notes") and $1.75 billion aggregate principal amount of its 5.950% Senior Notes due 2054 (the "2054 Notes" and, together with the 2034 Notes, the "Senior Notes"), and (ii) underwritten public offering (the "Junior Subordinated Notes Offering" and, together with the Senior Notes Offering, the "Offerings") of $800 million aggregate principal amount of its 8.000% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2054 (the "Junior Subordinated Notes" and, together with the Senior Notes, the "Notes"). The Notes were issued under the Indenture, dated as of December 14, 2022 (the "Indenture"), between the Partnership and U.S. Bank Trust Company, National Association, as trustee, as supplemented by (a) in the case of the Senior Notes, the Third Supplemental Indenture, dated as of January 25, 2024 (the "Third Supplemental Indenture"), and (b) in the case of the Junior Subordinated Notes, the Fourth Supplemental Indenture, dated as of January 25, 2024 (the "Fourth Supplemental Indenture" and, together with the Third Supplemental Indenture, the "Supplemental Indentures"). The Offerings were registered under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to a Registration Statement on Form S-3ASR (File No. 333-256668) of the Partnership, which became effective on June 1, 2021, as supplemented by (i) the Prospectus Supplement, dated January 10, 2024, relating to the Senior Notes Offering (together with the accompanying prospectus, dated June 1, 2021, the "Senior Notes Prospectus Supplement"), filed with the Securities and Exchange Commission pursuant to Rule 424(b) of the Securities Act on January 12, 2024, and (ii) the Pr

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of the Exhibit 4.1 Indenture, dated as of December 14, 2022, between Energy Transfer LP, as issuer, and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Form 8-K (File No. 1-32740) filed December 14, 2022). 4.2 Third Supplemental Indenture, dated as of January 25, 2024, between Energy Transfer LP, as issuer, and U.S. Bank Trust Company, National Association, as trustee. 4.3 Fourth Supplemental Indenture, dated as of January 25, 2024, between Energy Transfer LP, as issuer, and U.S. Bank Trust Company, National Association, as trustee. 4.4 Forms of Senior Notes (included in Exhibit 4.2 hereto). 4.5 Form of Junior Subordinated Notes (included in Exhibit 4.3 hereto). 5.1 Opinion of Latham & Watkins LLP related to the Senior Notes. 5.2 Opinion of Latham & Watkins LLP related to the Junior Subordinated Notes. 23.1 Consent of Latham & Watkins LLP related to the Senior Notes (included in Exhibit 5.1 hereto). 23.2 Consent of Latham & Watkins LLP related to the Junior Subordinated Notes (included in Exhibit 5.2 hereto). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. ENERGY TRANSFER LP By: LE GP, LLC, its general partner Date: January 25, 2024 /s/ Dylan A. Bramhall Dylan A. Bramhall Executive Vice President and Group Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR