|Title of Security||CUSIP and ISIN Numbers||Principal Amount Outstanding||Tender Cap||Total Consideration 1, 2||Early Tender Payment 1||Tender Offer Consideration 1, 2||Principal Amount Tendered as of Early Tender Deadline|
|7.500% Senior Notesdue 2020||29273VAC4 andUS29273VAC46||$1,800,000,000||$400,000,000||$1,150.00||$50.00||$1,100.00||$612,938,000|
|(1) Per $1,000 principal amount of Notes that are accepted for purchase.|
|(2) Accrued and unpaid interest will be paid in addition to the Total Consideration or the Tender Offer Consideration, as applicable.|
The Tender Offer will expire at 11:59 p.m., New York City time, on November 27, 2013 (the “Expiration Time”), unless extended or earlier terminated. Holders who validly tender their Notes and whose Notes are accepted for payment will receive accrued and unpaid interest from the last interest payment date to, but excluding, the payment date. The payment date is expected to be the second business day following the Expiration Time.The dealer managers for the Tender Offer are Credit Suisse Securities (USA) LLC and Goldman, Sachs & Co. D.F. King & Co., Inc. is acting as tender agent and information agent in connection with the Tender Offer. Any questions regarding procedures for tendering Notes or requests for additional copies of the Offer to Purchase and any related documents, which are available for free and which describe the tender offer in greater detail, should be directed to the dealer managers or D.F. King & Co., whose respective addresses and telephone numbers are as follows:
|Credit Suisse Securities (USA) LLC Eleven Madison AvenueNew York, New York 10010-3629Attention: Liability Management GroupU.S. Toll Free: (800) 820-1653Collect: (212) 325-2476||Goldman, Sachs & Co. 200 West StreetNew York, New York 10282Attention: Liability Management GroupU.S. Toll Free: (800) 828-3182Collect: (212) 902-6941|
|D.F. King & Co. Attention: Elton Bagley48 Wall Street - 22nd FloorNew York, New York 10005Banks and Brokers call: (212) 269-5550All others: (800) 488-8035Email: firstname.lastname@example.org|
Energy Transfer Equity, L.P. (NYSE: ETE) is a master limited partnership which owns the general partner and 100% of the incentive distribution rights (IDRs) of Energy Transfer Partners, L.P. (NYSE:ETP), approximately 49.6 million ETP common units, and approximately 50.2 million ETP Class H Units, which track 50% of the underlying economics of the general partners interest and IDRs of Sunoco Logistics Partners L.P. (NYSE: SXL). ETE also owns the general partner and 100% of the IDRs of Regency Energy Partners LP (NYSE:RGP) and approximately 26.3 million RGP common units. The Energy Transfer family of companies owns more than 56,000 miles of natural gas, natural gas liquids, refined products, and crude oil pipelines. For more information, visit the Energy Transfer Equity, L.P. web site at www.energytransfer.com.Forward-Looking Statements This press release may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal law, including statements concerning the Partnership’s expectations regarding the terms and completion of the Tender Offer. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. An extensive list of factors that can affect future results are discussed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2012 and other documents filed from time to time with the Securities and Exchange Commission. The Partnership undertakes no obligation to update or revise any forward-looking statement to reflect new information or events. This press release shall not constitute an offer to buy, or the solicitation of an offer to sell, securities, nor a solicitation for acceptance of the Tender Offer for the Notes. The Tender Offer is only being made pursuant to the terms of the Offer to Purchase. Holders of the Notes should read these materials because they contain important information. The Tender Offer is not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.