Energy Transfer to acquire SemGroup Corporation

Energy Transfer LP has entered into a definitive merger agreement whereby Energy Transfer will acquire SemGroup Corporation in a unit and cash transaction valued at US$17 per share, or a total consideration including the assumption of debt of approximately US$5 billion, based on the closing price of ET common units on September 13, 2019.

The merger consideration consists of US$6.80 in cash and 0.7275 of an ET common unit for each outstanding share of Class A Common Stock of SemGroup, or 40% cash and 60% equity. This represents a 65% premium to the closing price of SemGroup shares as of September 13, 2019. The transaction is expected to close in late 2019 or early 2020, subject to the approval by SemGroup’s stockholders and other customary regulatory approvals. Upon the closing, SemGroup stockholders are expected to own approximately 2.2% of Energy Transfer’s outstanding common units.

BofA Merrill Lynch acted as exclusive financial advisor to Energy Transfer and Latham & Watkins LLP acted as legal counsel. Jefferies LLC acted as exclusive financial advisor to SemGroup and Kirkland & Ellis LLP acted as legal counsel.