Energy Transfer 2012 Annual Report Download - page 181

F - 36
Common Units
The change in Common Units was as follows:
Years Ended December 31,
2012 2011 2010
Number of Common Units, beginning of period 225,468,108 193,212,590 179,274,747
Common Units issued in connection with public offerings 15,525,000 29,440,000 20,700,000
Common Units issued in connection with certain acquisitions 57,375,787 66,499 —
Common Units issued in connection with the Distribution Reinvestment Plan 1,038,825 353,679 —
Common Units issued in connection with the equity distribution program 1,600,483 1,951,715 5,194,287
Issuance of Common Units under equity incentive plans 477,401 443,625 317,386
Redemption of Common Units in connection with MEP Transaction (See
Note 13) — — (12,273,830)
Number of Common Units, end of period 301,485,604 225,468,108 193,212,590
Our Common Units are registered under the Securities Exchange Act of 1934 (as amended) and are listed for trading on the
NYSE. Each holder of a Common Unit is entitled to one vote per unit on all matters presented to the Limited Partners for a
vote. In addition, if at any time any person or group (other than our General Partner and its affiliates) owns beneficially 20%
or more of all Common Units, any Common Units owned by that person or group may not be voted on any matter and are
not considered to be outstanding when sending notices of a meeting of Unitholders (unless otherwise required by law),
calculating required votes, determining the presence of a quorum or for other similar purposes under the Partnership Agreement.
The Common Units are entitled to distributions of Available Cash as described below under “Quarterly Distributions of
Available Cash.”
Public Offerings
The following table summarizes our public offerings of Common Units, all of which have been registered under the Securities
Act of 1933 (as amended):
Date
Number of
Common
Units (1) Price per Unit Net Proceeds Use of
Proceeds
January 2010 9,775,000 $ 44.72 $ 424 (2)(3)
August 2010 10,925,000 46.22 489 (2)(3)
April 2011 14,202,500 50.52 695 (3)
November 2011 15,237,500 44.67 660 (2)(3)
July 2012 15,525,000 44.57 671 (2)(3)
(1) Number of Common Units includes the exercise of the overallotment options by the underwriters.
(2) Proceeds were used to repay amounts outstanding under the ETP Credit Facility.
(3) Proceeds were used to fund capital expenditures and capital contributions to joint ventures, and for general partnership
purposes.
Equity Distribution Program
From time to time, we have sold Common Units through an equity distribution agreement. Such sales of Common Units are
made by means of ordinary brokers’ transactions on the NYSE at market prices, in block transactions or as otherwise agreed
between us and the sales agent which is the counterparty to the equity distribution agreement.
In January 2013, we entered into an equity distribution agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated
(“BofA Merrill Lynch”). According to the provisions of this agreement, we may offer and sell from time to time through BofA
Merrill Lynch, as our sales agent, Common Units having an aggregate offering price of up to $200 million. Under the terms
of this agreement, we may also sell Common Units to BofA Merrill Lynch as principal for its own account at a price agreed
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