Filed pursuant to Rule 433
Issuer Free Writing Prospectus dated September 12, 2013
Relating to Preliminary Prospectus Supplement dated September 12, 2013
Registration Statement No. 333-171697
ENERGY TRANSFER PARTNERS, L.P.
4.15% SENIOR NOTES DUE 2020
4.90% SENIOR NOTES DUE 2024
5.95% SENIOR NOTES DUE 2043
Pricing Term Sheet
| Issuer: |
Energy Transfer Partners, L.P. | |||||
| Expected Ratings (Moody’s/S&P/Fitch)*: |
Baa3/BBB-/BBB- | |||||
| Security Type: |
Senior Unsecured Notes | |||||
| Pricing Date: |
September 12, 2013 | |||||
| Settlement Date: |
September 19, 2013 (T+5) | |||||
| Use of Proceeds: |
To repay all of the borrowings outstanding under the Trunkline LNG term loan and to repay borrowings outstanding under the revolving credit facility. | |||||
| 4.15% Senior Notes | 4.90% Senior Notes | 5.95% Senior Notes | ||||
| due 2020 | due 2024 | due 2043 | ||||
| Maturity Date: |
October 1, 2020 | February 1, 2024 | October 1, 2043 | |||
| Principal Amount: |
$700,000,000 | $350,000,000 | $450,000,000 | |||
| Benchmark Treasury: |
2.125% due August 31, 2020 |
2.500% due August 15, 2023 |
2.875% due May 15, 2043 | |||
| Benchmark Yield: |
2.328% | 2.903% | 3.872% | |||
| Spread to Benchmark: |
+185 bps | +210 bps | +225 bps | |||
| Yield to Maturity: |
4.178% | 5.003% | 6.122% | |||
| Coupon: |
4.15% | 4.90% | 5.95% | |||
| Public Offering Price: |
99.829% | 99.181% | 97.647% | |||
| Optional Redemption: |
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| Make-Whole Call: |
T + 30 bps prior to August 1, 2020 |
T + 35 bps prior to November 1, 2023 |
T + 37.5 bps prior to April 1, 2043 | |||
| Call at Par: |
On or after August 1, 2020 | On or after November 1, 2023 | On or after April 1, 2043 | |||
| Interest Payment Dates: |
April 1 and October 1 beginning April 1, 2014 | February 1 and August 1 beginning February 1, 2014 | April 1 and October 1 beginning April 1, 2014 | |||
| CUSIP / ISIN: |
29273RAX7 / US29273RAX70 | 29273RAY5 / US29273RAY53 | 29273RAZ2 / US29273RAZ29 | |||
| Joint Book-Running Managers: |
Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC Citigroup Global Markets Inc. UBS Securities LLC |
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| Co-Managers: |
BBVA Securities Inc. DNB Markets, Inc. Mitsubishi UFJ Securities (USA), Inc. Mizuho Securities USA Inc. |
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* Note: A securities rating is not a recommendation to buy, sell or hold a security and may be subject to revision or withdrawal at any time.
The issuer has filed a registration statement (including a base prospectus and a prospectus supplement) with the U.S. Securities and Exchange Commission, or the SEC, for the offering to which this communication relates. Before you invest, you should read the prospectus supplement for this offering, the prospectus in that registration statement and any other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by searching the SEC’s online database (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by contacting Credit Suisse Securities (USA) LLC toll-free at (800) 221-1037, J.P. Morgan Securities LLC at (212) 834-4533, Citigroup Global Markets Inc. at (800) 831-9146 or UBS Securities LLC at (877) 827-6444 (ext. 561 3884).