Item 5.07 | Submission of Matters to a Vote of Security Holders. |
A special meeting of the common unitholders (the “special meeting”) of Energy Transfer Partners, L.P. (“ETP”) was held on October 18, 2018 to consider and vote on proposals (i) to adopt the Agreement and Plan of Merger, dated as of August 1, 2018, (the “Merger Agreement”) by and among Energy Transfer Equity, L.P., a Delaware limited partnership (“ETE”), LE GP, LLC, a Delaware limited liability company and the general partner of ETE (“ETE GP”), Streamline Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of ETE (“Merger Sub”), ETP and Energy Transfer Partners, L.L.C. (“ETP Managing GP”), a Delaware limited liability company and the general partner of Energy Transfer Partners GP, L.P., a Delaware limited partnership and the general partner of ETP, and the transactions contemplated thereby, including the merger of Merger Sub with and into ETP, with ETP continuing as the surviving entity and a subsidiary of ETE (the “merger”) and (ii) to approve the adjournment of the special meeting, if necessary, to solicit additional proxies if there are not sufficient votes to adopt the Merger Agreement and the transactions contemplated thereby, including the merger, at the time of the special meeting. The proposals are described in detail in the proxy statement/prospectus filed with the Securities and Exchange Commission (“SEC”) by ETE on September 11, 2018.
As of the close of business on September 10, 2018, the record date for the special meeting, there were a total of 1,167,186,967 ETP common units outstanding, all of which were entitled to vote at the special meeting. At the special meeting, holders of 745,172,415 ETP common units were present or represented by proxy, constituting a quorum. A summary of the voting results for the proposals is set forth below:
Proposal 1: Adoption of the Merger Agreement
ETP common unitholders adopted the Merger Agreement. The following are the tabulated votes “For” and “Against” this proposal, as well as the number of “Abstentions”:
| | | | | | |
FOR | | AGAINST | | ABSTENTIONS | | BROKER NON-VOTES |
731,691,835 | | 10,820,443 | | 2,660,137 | | 0 |
698,166,264 of the 731,691,835 ETP common units voting “For” this proposal were held by ETP common unitholders other than ETE and its affiliates, constituting a majority of the unaffiliated ETP common unitholders.
Proposal 2: Adjournment of the Special Meeting
Because ETP common unitholders adopted the Merger Agreement, the vote on the proposal to approve the adjournment of the special meeting, if necessary to solicit additional proxies if there are not sufficient votes to adopt the Merger Agreement at the time of the special meeting was not called.
On October 18, 2018, ETE and ETP issued a joint press release announcing the results of the Special Meeting and expected closing date of the merger. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form8-K and is incorporated by reference into this Item 8.01.
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