Updated: August 22, 2023

Energy Transfer to Acquire Crestwood in a $7.1 Billion All-Equity Transaction

Unit-for-unit, credit neutral bolt-on acquisition
Expected to be immediately accretive to DCF per unit upon closing
Extends Energy Transfer’s position in the value chain deeper into the Williston and  Delaware 
basins Provides entry into the Powder River basin
Commercial synergy opportunities from the combination of Crestwood’s Storage and Logistics business 
and Energy Transfer’s NGL & Refined Products and Crude Oil assets
Provides Crestwood unitholders with enhanced distribution and significant long-term value 
appreciation opportunities

DALLAS & HOUSTON--(BUSINESS WIRE)--Aug. 16, 2023-- Energy Transfer LP (NYSE: ET) (“Energy 
Transfer”) and  Crestwood Equity Partners LP (NYSE: CEQP) (“Crestwood”) announced today that the 
parties have entered into a definitive merger agreement pursuant to which Energy Transfer will 
acquire Crestwood in an all-equity transaction valued at approximately $7.1 billion, including the 
assumption of $3.3 billion of debt, based on the closing price on August 15, 2023.
This press release features multimedia. View the full release here: 

Under the terms of the agreement, Crestwood common unitholders will receive 2.07 Energy Transfer 
common units for each Crestwood common unit. The transaction is expected to close in the fourth 
quarter of 2023, subject to the approval of Crestwood’s unitholders, regulatory approvals, and 
other customary closing conditions. Upon closing, Crestwood common unitholders are expected to own 
approximately 6.5% of Energy Transfer’s  outstanding common units.
Complementary Assets
Crestwood’s system includes gathering and processing assets located in the Williston,  Delaware and 
Powder River basins, including approximately
2.0 billion cubic feet per day of gas gathering capacity, 1.4 billion cubic feet per day of gas 
processing capacity and 340 thousand barrels per day of crude gathering capacity. If consummated, 
this transaction would extend Energy Transfer’s position in the value chain deeper into the 
Williston and Delaware basins while also providing entry into the Powder River basin. These assets 
are expected to complement Energy Transfer’s downstream fractionation capacity at Mont Belvieu, as 
well as its hydrocarbon export capabilities from both its Nederland Terminal in Texas and the 
Marcus Hook Terminal in Philadelphia, Pennsylvania.
This transaction is also expected to provide benefits to Energy Transfer’s NGL & Refined Products 
and Crude Oil businesses with the addition of strategically located storage and terminal assets, 
including approximately 10 million barrels of storage capacity, as well as trucking and rail 
terminals. These systems are anchored by predominantly investment-grade producer customers with 
firm, long-term contracts, and significant acreage dedications.
Positive Financial Impact
The transaction is expected to be immediately accretive to distributable cash flow per unit as well 
as neutral to Energy Transfer’s leverage metrics  upon closing. Similar to Energy Transfer, 
Crestwood’s cash flows are supported by primarily fee-based revenues from long-term contracts with 
investment-grade counterparties. In addition, with the increased scale and strengthened balance 
sheet, Energy Transfer expects to be able to improve on the current cost of financing for the 
acquired debt securities. Structured as a 100% unit-for-unit exchange, the transaction is 
tax-efficient to Crestwood unitholders and is anticipated to position both partnerships for 
long-term value upside through the combination.
Energy Transfer also expects to achieve at least $40 million of annual run-rate cost synergies 
before additional benefits of financial and commercial opportunities.
Compelling Value Creation for Crestwood Unitholders

Energy Transfer’s premier business model, strong balance sheet and backlog of growth opportunities 
supports the potential for significant additional value creation over time. The tax-efficient 
transaction is expected to provide Crestwood unitholders a benefit to distributions per unit and an 
opportunity to participate in Energy Transfer’s targeted annual distribution per unit growth rate 
of 3-5%.
BofA Securities acted as sole financial advisor to Energy Transfer and Kirkland & Ellis LLP acted 
as legal counsel. Intrepid Partners, LLC and Evercore acted as financial advisors to Crestwood and 
Vinson & Elkins LLP acted as legal counsel.
Crestwood Investor Call
Crestwood management will host a conference call for investors and analysts of Crestwood today at 
9:00 a.m. Eastern Time (8:00 a.m. Central Time), which will be broadcast live over the Internet. 
Investors will be able to access the webcast via the “Investors” page of Crestwood’s website at 
www.crestwoodlp.com. Please log in at least ten minutes in advance to register and download any 
necessary software. A replay will be available shortly after the call for 90 days.
Additional Information

Slide presentations with additional information are accessible via the Energy Transfer and 
Crestwood websites at www.energytransfer.com and www.crestwoodlp.com.
About Energy Transfer

Energy Transfer LP (NYSE: ET) owns and operates one of the largest and most diversified portfolios 
of energy assets in the United States, with nearly 125,000 miles of pipeline and associated energy 
infrastructure. Energy Transfer’s strategic network spans 41 states with assets in all of the major 
U.S. production basins. Energy Transfer is a publicly traded limited partnership with core 
operations that include complementary natural gas midstream, intrastate and interstate 
transportation and storage assets; crude oil, natural gas liquids (“NGL”) and refined product 
transportation and terminalling assets; and NGL fractionation. Energy Transfer also owns Lake 
Charles LNG Company, as well as the general partner interests, the incentive distribution rights 
and approximately 34% of the outstanding common units of Sunoco LP (NYSE: SUN), and the general 
partner interests and approximately 47% of the outstanding common units of USA Compression 
Partners, LP (NYSE: USAC). For more information, visit the Energy Transfer LP website at 
About Crestwood Equity Partners LP

Houston, Texas, based Crestwood Equity Partners LP (NYSE: CEQP) is a master limited partnership 
that owns and operates midstream businesses in multiple shale resource plays across the United 
States. Crestwood is engaged in the gathering, processing, treating, compression and transportation 
 of natural gas; storage, transportation, terminalling, and marketing of NGLs; gathering, storage, 
terminalling and marketing of crude oil; and gathering and disposal of produced water. For more 
information, visit Crestwood Equity Partners LP at www.crestwoodlp.com; and to learn more about 
Crestwood’s sustainability efforts, please visit  https://esg.crestwoodlp.com.
Important Information about the Transaction and Where to Find It

In connection with the proposed transaction between Energy Transfer and Crestwood, Energy Transfer 
and Crestwood will file relevant materials with the Securities and Exchange Commission (the “SEC”), 
including a registration statement on Form S-4 filed by Energy Transfer that will include a proxy 
statement of Crestwood that also constitutes a prospectus of Energy Transfer. A definitive proxy 
statement/prospectus will be mailed to unitholders of Crestwood. This communication is not a 
substitute for the registration statement, proxy statement or prospectus or any other document that 
Energy Transfer or Crestwood (as applicable) may file with the SEC in connection with the proposed 
PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of 
the registration statement and the proxy statement/prospectus (when they become available), as well 
as other filings containing important information about Energy Transfer or Crestwood, without 
charge at the SEC’s website, at  http://www.sec.gov. Copies of the documents filed with the SEC by 
Energy Transfer will be available free of charge on Energy Transfer’s website at  
www.energytransfer.com under the tab “Investor Relations” and then under the tab “SEC Filings” or 
by directing a request to Investor Relations,  Energy Transfer LP, 8111 Westchester Drive, Suite 
600, Dallas, TX 75225, Tel. No. (214)
981-0795 or to investorrelations@energytransfer.com. Copies of the documents filed with the SEC by 
Crestwood will be available free of charge on Crestwood’s website at  www.crestwoodlp.com under the 
tab “Investors” and then under the tab “SEC Filings” or by directing a request to Investor 
Relations, Crestwood Equity Partners LP, 811 Main Street, Suite 3400, Houston, TX 77002, Tel. No. 
(832) 519-2200 or to investorrelations@crestwoodlp.com. The information included on, or accessible 
through, Energy Transfer’s or Crestwood’s website is not incorporated by reference into this 
Participants in the Solicitation

Energy Transfer, Crestwood and the directors and certain executive officers of their respective 
general partners may be deemed to be participants in the solicitation of proxies in respect of the 
proposed transaction. Information about the directors and executive officers of Crestwood’s general 
partner is set forth in its proxy statement for its 2023 annual meeting of unitholders, which was 
filed with the SEC on March 31, 2023, and in its Annual Report on Form 10-K for the year ended 
December 31, 2022, which was filed with the SEC on February 27, 2023. Information about the 
directors and executive officers of Energy Transfer’s general partner is set forth in its Annual 
Report on Form 10-K for the year ended  December 31, 2022, which was filed with the SEC on February 
17, 2023. Additional information regarding the participants in the proxy solicitation and a 
description of their direct or indirect interests, by security holdings or otherwise, will be 
contained in the proxy statement/prospectus and other relevant materials filed with the SEC when 
they become available.
No Offer or Solicitation

This communication is for informational purposes only and is not intended to, and shall not, 
constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation 
of any vote or approval, nor shall there be any offer, issuance, exchange, transfer, solicitation 
or sale of securities in any jurisdiction in which such offer, issuance, exchange, transfer, 
solicitation or sale would be in contravention of applicable law. No offering of securities shall 
be made except by means of a prospectus meeting the requirements of Section 10 of the Securities 
Act of 1933, as amended (the “Securities Act”).
Forward-Looking Statements

This communication contains “forward-looking statements” within the meaning of the federal 
securities laws, including Section 27A of the Securities Act and Section 21E of the Securities 
Exchange Act of 1934, as amended. In this context, forward-looking statements often address future 
business and financial events, conditions, expectations, plans or ambitions, and often include, but 
are not limited to, words such as “believe,” “expect,” “may,” “will,” “should,” “could,” “would,” 
“anticipate,” “estimate,” “intend,” “plan,” “seek,” “see,” “target” or similar expressions, or 
variations or negatives of
these words, but not all forward-looking statements include such words. Forward-looking statements 
by their nature address matters that are, to different degrees, uncertain, such as statements about 
the consummation of the proposed transaction and the anticipated benefits thereof. All such 
forward-looking statements are based upon current plans, estimates, expectations and ambitions that 
are subject to risks, uncertainties and assumptions, many of which are beyond the control of Energy 
Transfer and Crestwood, that could cause actual results to differ materially from those expressed 
in such forward-looking statements. Important risk factors that may cause such a difference 
include, but are not limited to: the completion of the proposed transaction on anticipated terms 
and timing, or at all, including obtaining regulatory approvals that may be required on anticipated 

and Crestwood unitholder approval; anticipated tax treatment, unforeseen liabilities, future 
capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, 
financial condition, losses, future prospects, business and management strategies for the 
management, expansion and growth of the combined company’s operations and other conditions to the 
completion of the merger, including the possibility that any of the anticipated benefits of the 
proposed transaction will not be realized or will not be realized within the expected time period; 
the ability of Energy Transfer and Crestwood to integrate the business successfully and to achieve 
anticipated synergies and value creation; potential litigation relating to the proposed transaction 
that could be instituted against Energy Transfer, Crestwood or the directors of their respective 
general partners; the risk that disruptions from the proposed transaction will harm Energy 
Transfer’s or Crestwood’s business, including current plans and operations and that management’s 
time and attention will be diverted on transaction-related issues; potential adverse reactions or 
changes to  business relationships, including with employees suppliers, customers, competitors or 
credit rating agencies, resulting from the announcement or completion of the proposed transaction; 
rating agency actions and Energy Transfer and Crestwood’s ability to access short- and long-term 
debt markets on a timely and affordable basis; legislative, regulatory and economic developments, 
changes in local, national, or international laws, regulations, and policies affecting Energy 
Transfer and Crestwood; potential business uncertainty, including the outcome of commercial 
negotiations and changes to existing business relationships during the pendency of the proposed 
transaction that could affect Energy Transfer’s and/or Crestwood’s financial performance and 
operating results; certain restrictions during the pendency of the merger that may impact 
Crestwood’s ability to pursue certain business opportunities or strategic transactions or otherwise 
operate its business; acts of terrorism or outbreak of war, hostilities, civil unrest, attacks 
against Energy Transfer or Crestwood, and other political or security disturbances; dilution caused 
by Energy Transfer’s issuance of additional units representing limited partner interests in 
connection with the proposed transaction; the possibility that the transaction may be more 
expensive to complete than anticipated, including as a result of unexpected factors or events; the 
impacts of pandemics or other public health crises, including the effects of government responses 
on people and economies; changes in the supply, demand or price of oil, natural gas, and natural 
gas liquids; those risks described in Item 1A of Energy Transfer’s Annual Report on Form 10-K, 
filed with the  SEC on February 17, 2023, and its subsequent Quarterly Reports on Form 10-Q and 
Current Reports on Form 8-K; those risks described in Item 1A of Crestwood’s Annual Report on Form 
10-K, filed with the SEC on February 27, 2023, and its subsequent Quarterly Reports on Form 10-Q 
and Current Reports on Form 8-K; and those risks that will be more fully described in the 
registration statement on Form S-4 and accompanying proxy statement/prospectus that will be filed 
with the SEC in connection with the proposed transaction.

While the list of factors presented here is, and the list of factors to be presented in the 
registration statement and the proxy statement/prospectus will be, considered representative, no 
such list should be considered to be a complete statement of all potential risks and uncertainties. 
Unlisted factors may present significant additional obstacles to the realization of forward-looking 
statements. Energy Transfer and Crestwood caution you not to place undue reliance on any of these 
forward-looking statements as they are not guarantees of future performance or outcomes and that 
actual performance and outcomes, including, without limitation, our actual results of operations, 
financial condition and liquidity, and the development of new markets or market segments in which 
we operate, may differ materially from those made in or suggested by the forward-looking statements 
contained in this communication. Neither Energy Transfer nor Crestwood assumes any obligation to 
publicly provide revisions or updates to any forward-looking statements, whether as a result of new 
information, future developments or otherwise, should circumstances change, except as otherwise 
required by securities and other applicable laws. Neither future distribution of this communication 
nor the continued availability of this communication in archive form on Energy Transfer’s or 
Crestwood’s website should be deemed to constitute an update or re-affirmation of these statements 
as of any future

View source version on businesswire.com: https://www.businesswire.com/news/home/20230816214795/en/
Energy Transfer
Investor Relations:
Bill Baerg, Brent Ratliff, Lyndsay Hannah, 214-981-0795
Media Relations: Media@energytransfer.com 214-840-5820
Crestwood Equity Partners LP
Investor Contact
Andrew Thorington, 713-380-3028 andrew.thorington@crestwoodlp.com
Vice President, Finance and Investor Relations
Media Contact
Joanne Howard, 832-519-2211 joanne.howard@crestwoodlp.com
Senior Vice President, Sustainability and Corporate Communications
Source: Energy Transfer LP and Crestwood Equity Partners LP