Energy Transfer 2012 Annual Report Download - page 72

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following is a discussion of our historical consolidated financial condition and results of operations, and should be read in
conjunction with our historical consolidated financial statements and accompanying notes thereto included in “Item 8. Financial
Statements and Supplementary Data” of this report. This discussion includes forward-looking statements that are subject to risk
and uncertainties. Actual results may differ substantially from the statements we make in this section due to a number of factors
that are discussed in “Item 1A. Risk Factors” included in this report.
References to “we,” “us,” “our”, the “Partnership” and “ETP” shall mean Energy Transfer Partners, L.P. and its subsidiaries.
Overview
The activities and the wholly-owned operating subsidiaries through which we conduct those activities are as follows:
• Natural gas operations, including the following:
• natural gas midstream and intrastate transportation and storage through Southern Union and La Grange Acquisition, L.P.,
which conducts business under the assumed name of ETC OLP; and
• interstate natural gas transportation and storage through ET Interstate and Southern Union. ET Interstate is the parent
company of Transwestern, ETC FEP, ETC Tiger and CrossCountry. Southern Union is the parent company of Panhandle,
which provides transportation and storage services through the Panhandle, Trunkline and Sea Robin transmission systems.
• NGL transportation, storage and fractionation services primarily through Lone Star.
• Refined product and crude oil operations, including the following:
• refined product and crude oil transportation through Sunoco Logistics; and
• retail marketing of gasoline and middle distillates through Sunoco.
• Other operations, including the following:
• natural gas compression services through ETC Compression;
• a limited partner interest in AmeriGas;
• natural gas distribution operations through Southern Union; and
• an approximate 30% non-operating interest in a refining joint venture.
Recent Developments
Sunoco Merger
On October 5, 2012, Sam Acquisition Corporation, a Pennsylvania corporation and a wholly owned subsidiary of ETP, completed
its merger with Sunoco. Under the terms of the merger agreement, Sunoco shareholders received a total of approximately 55
million ETP Common Units and approximately $2.6 billion in cash.
Sunoco generates cash flow from a portfolio of retail outlets for the sale of gasoline and middle distillates in the east coast, midwest
and southeast areas of the United States. Prior to October 5, 2012, Sunoco also owned a 2% general partner interest, 100% of the
IDRs, and 32% of the outstanding common units of Sunoco Logistics. As discussed below, on October 5, 2012, Sunoco's interests
in Sunoco Logistics were transferred to the Partnership.
Sunoco Logistics is a publicly traded limited partnership that owns and operates a logistics business consisting of a geographically
diverse portfolio of complementary pipeline, terminalling and crude oil acquisition and marketing assets. The refined products
pipelines business consists of refined products pipelines located in the northeast, midwest and southwest United States, and equity
interests in refined products pipelines. The crude oil pipeline business consists of crude oil pipelines located principally in
Oklahoma and Texas. The terminal facilities business consists of refined products and crude oil terminal capacity at the Nederland
Terminal on the Gulf Coast of Texas and capacity at the Eagle Point terminal on the banks of the Delaware River in New Jersey.
The crude oil acquisition and marketing business, principally conducted in Oklahoma and Texas, involves the acquisition and
marketing of crude oil and consists of crude oil transport trucks and crude oil truck unloading facilities.
ETP incurred merger related costs related to the Sunoco merger of $28 million during the year ended December 31, 2012.
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