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PennTex common units accepted for purchase by ETP

Published by
World Pipelines,

Energy Transfer Partners, L.P. (ETP) announced that, as of 5:00 p.m. Eastern Time on 19 June 2017, approximately 12 360 503 common units representing limited partner interests (common units) in PennTex Midstream Partners, LP (PennTex), including those common units delivered through notices of guaranteed delivery, were validly tendered and accepted for purchase in the tender offer by ETP (the offer). ETP has made payment to American Stock Transfer & Trust Company, LLC, which is acting as the depositary in connection with the offer, for the accepted common units.

The number of common units validly tendered in the offering period satisfies the non-waivable condition that not less than a majority of the PennTex common units held by unitholders that are not affiliates of ETP be validly tendered, and satisfies the condition that, following the closing of the offer, ETP and its affiliates own at least 16 571 405 common units, representing greater than 80% of the outstanding PennTex common units. Pursuant to Section 15.1 of the First Amended and Restated Agreement of limited partnership of the partnership (the partnership agreement), ETP intends to exercise the right, assigned to it by the general partner of PennTex, to purchase all of the remaining common units that were not tendered in the offer and remain outstanding on 30 June 2017 (the limited call right). A notice of election to purchase such common units, pursuant to Section 15.1(b) of the partnership agreement, will be mailed to each unitholder of record who did not tender its common units in the offer, and such holder will receive, for each common unit, US$20 in cash, which represents the price paid by ETP for the common units in the offer.

Upon the exercise of the limited call right, ETP will own all of the economic interests of the partnership and will be entitled to all of the benefits resulting from those interests. In addition, the common units will cease to be listed on the NASDAQ Global Select Market or publicly traded.

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