AmeriGas Partners, L.P. (NYSE: APU) announced today that Heritage ETC, L.P., an affiliate of Energy Transfer Partners, L.P., has commenced a public underwritten offering, subject to market and other conditions, of 6,000,000 AmeriGas common units that it currently holds.

Morgan Stanley, Barclays, UBS Investment Bank, Credit Suisse, Deutsche Bank Securities, J.P. Morgan, and Wells Fargo Securities will act as joint book-running managers for the common units offering. RBC Capital Markets and Janney Montgomery Scott will act as senior co-managers. Pursuant to an option to purchase, the underwriters may purchase up to 900,000 additional common units from Heritage ETC, L.P.

When available, a copy of the prospectus supplement relating to the offering may be obtained from:
Morgan Stanley Barclays
Attn: Prospectus Department c/o Broadridge Financial Solutions
180 Varick Street 1155 Long Island Avenue
2nd Floor, New York, NY, 10014 Edgewood, NY 11717


Phone: (866) 718-1649 Phone: (888) 603-5847
UBS Investment Bank Credit Suisse
Attn: Prospectus Department Attn: Prospectus Department
299 Park Avenue One Madison Avenue, 1B
New York, NY 10171 New York, NY 10010
Phone: (888) 827-7275 Phone: (800) 221-1037
Deutsche Bank Securities J.P. Morgan
ATTN: Prospectus Group c/o Broadridge Financial Solutions
60 Wall Street 1155 Long Island Avenue
New York, NY 10005-2836 Edgewood, NY 11717

Telephone: (866) 803-9204
Phone: (800) 503-4611
Wells Fargo Securities
Attn: Equity Syndicate Dept.
375 Park Avenue
New York, NY 10152

Phone: (800) 326-5897

This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, common units in any jurisdiction in which such an offer or solicitation, or the sale of common units, would be unlawful without registration or qualification under the securities laws of such jurisdiction. Any offer to sell, or solicitation of an offer to buy, will be made solely by means of a prospectus and related prospectus supplement filed with the SEC.

About AmeriGas Partners, L.P.

AmeriGas is the nation’s largest retail propane marketer, serving over two million customers in all 50 states from approximately 2,100 distribution locations. UGI Corporation, through subsidiaries, is the sole General Partner and owns 26% of the Partnership. Prior to this offering, Heritage ETC, L.P., an affiliate of Energy Transfer Partners, L.P., owns 32% of the Partnership and the public owns the remaining 42%.

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