AmeriGas Partners, L.P. (NYSE: APU) announced today that Heritage ETC, L.P. (the “Selling Unitholder”), an affiliate of Energy Transfer Partners, L.P., has priced a public underwritten offering of 8,500,000 AmeriGas common units at a price to the public of $45.80 per unit. The underwriters have an option to purchase up to 1,242,362 additional common units at the public offering price less the underwriting discount. The offering is expected to close on June 17, 2014, subject to customary closing conditions. AmeriGas will not receive any proceeds from the sale of the common units by the Selling Unitholder.

Citigroup, Morgan Stanley, UBS Investment Bank, Barclays, Credit Suisse, Deutsche Bank Securities, Goldman, Sachs & Co., J.P. Morgan, RBC Capital Markets and Wells Fargo Securities are acting as joint book-running managers for the common units offering. Ladenburg Thalmann & Co. is acting as co-manager for the common units offering.

A copy of the prospectus supplement relating to the offering may be obtained from:

Citigroup Global Markets Inc.c/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717

Phone: (800) 831-9146


Morgan Stanley & Co. LLC

ATTN: Prospectus Department

180 Varick Street, 2nd Floor

New York, NY 10014


UBS Investment BankATTN: Prospectus Department299 Park AvenueNew York, NY 10171Phone: (888) 827-7275


c/o Broadridge Financial Solutions

1155 Long Island Avenue

Edgewood, NY 11717


Phone: (888) 603-5847

Credit Suisse Securities (USA) LLC

ATTN: Prospectus Department

One Madison Avenue, Level 1B

New York, NY 10010

Phone: 1-800-221-1037

Deutsche Bank Securities

ATTN: Prospectus Group60 Wall StreetNew York, NY 10005-2836


Phone: (800) 503-4611

Goldman, Sachs & Co.

200 West Street

New York, NY 10282


Phone: (866) 471-2526
J.P. Morgan Securities LLCc/o Broadridge Financial Solutions1155 Long Island AvenueEdgewood, NY 11717Phone: (866) 803-9204
RBC Capital Markets

ATTN: Equity Syndicate

3 World Financial Center

200 Vesey Street, 8th Fl

New York, NY 10281

Phone: (877) 822-4089

Wells Fargo SecuritiesATTN: Equity Syndicate Dept.375 Park AvenueNew York, NY 10152

Email: cmclientsupport@wellsfargo.comPhone: (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.

About AmeriGas Partners, L.P.

AmeriGas is the nation’s largest retail propane marketer, serving over two million customers in all 50 states from over 2,500 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 14% of the Partnership and the public owns the remaining 60%.

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