Energy Transfer 2010 Annual Report Download - page 117

John Carpenter Freeway, Suite 600, Irving, Texas 75062. The address for Mr. McCrea is 800 E. Sonterra
Blvd., San Antonio, Texas 78258. The address for ETE is 3738 Oak Lawn Avenue, Dallas, Texas 75219.
The address for Mr. Davis is 5950 Sherry Ln., Suite 550, Dallas, Texas 75225. The address for Messrs.
Byrne, Grimm, Collins, Glaske, and Turner is 3738 Oak Lawn Avenue, Dallas, Texas 75219.
(2) Beneficial ownership for the purposes of the foregoing table is defined by Rule 13d-3 under the Exchange
Act. Under that rule, a person is generally considered to be the beneficial owner of a security if he has or
shares the power to vote or direct the voting thereof or to dispose or direct the disposition thereof or has the
right to acquire either of those powers within sixty (60) days.
(3) Due to the ownership by certain officers and directors of the general partner of ETE of equity interests in
ETE (either directly or through one or more entities) and due to their positions as directors of the general
partner of ETE, they may be deemed to beneficially own the limited partnership interests held by ETE, to the
extent of their respective interests therein. Any such deemed ownership is not reflected in the table.
(4) Mr. Turner is a representative of or owner in an entity owning interests in ETE and may be deemed to
beneficially own the limited partnership interest held by ETE. Any such deemed ownership is not reflected
in the table.
(5) ETE owns all member interests of Energy Transfer Partners, L.L.C and all of the Class A limited partner
interests and Class B limited partner interests in Energy Transfer Partners GP, L.P. Energy Transfer Partners,
L.L.C. is the general partner of Energy Transfer Partners GP, L.P. with a .01% general partner interest. LE
GP, LLC, the general partner of ETE, may be deemed to beneficially own the Common Units owned of
record by ETE. The members of LE GP, LLC are Ray C. Davis and Kelcy L. Warren.
(6) The Partnership indirectly owns 100% of the common stock of Heritage Holdings, Inc.
Pursuant to a pledge and security agreement between ETE and Wells Fargo Bank, National Association, as the
administrative agent under ETE’s revolving credit facility, all of ETE’s interest in Energy Transfer Partners,
L.L.C. and Energy Transfer Partners GP, L.P., and the 50,226,967 ETP common units owned by ETE, are
pledged as collateral for the benefit of the lenders under such credit facility.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS,
AND DIRECTOR INDEPENDENCE
As a policy matter, the Conflicts Committee generally reviews any proposed related-party transaction that may
be material to the Partnership to determine whether the transaction is fair and reasonable to the Partnership. The
Partnership Agreement provides that any matter approved by the Conflicts Committee will be conclusively
deemed to be fair and reasonable to the Partnership, approved by all the partners of the Partnership and not a
breach by the General Partner or its Board of Directors of any duties they may owe the Partnership or the
Unitholders.
Enterprise Products Partners L.P., (“Enterprise”) owns approximately 17.6% of ETE’s outstanding common
units. Enterprise acquired these common units in connection with its merger with Enterprise GP Holdings, L.P.,
(“EPE”), in November 2010. Following the merger, Mr. Warren acquired from Enterprise the 40.6% interest in
LE GP, LLC, the general partner of ETE, that had been owned by EPE prior to the merger. In December 2009,
Dan L. Duncan and Ralph S. Cunningham were appointed as directors of LE GP, LLC. At the time of their
appointment, Mr. Duncan was Chairman and a director of EPE Holdings, LLC, the general partner of EPE;
Chairman and a director of EPE, the general partner of Enterprise; and Group Co-Chairman of EPCO, Inc.
Dr. Cunningham was the President and Chief Executive Officer of EPE Holdings, LLC, the general partner of
EPE. In March 2010, Mr. Duncan passed away and in November 2010, Mr. Cunningham resigned from the board
of directors of LE GP, LLC. See discussion of our transactions with Enterprise and its subsidiaries in Note 12 to
our consolidated financial statements.
ETE owns directly and indirectly the general partner interest in ETP GP, 100% of the ETP Incentive Distribution
Rights and 50,226,967 ETP Common Units.
115