USA Compression Partners and Energy Transfer Complete Previously Announced Transactions

AUSTIN, Texas & DALLAS–(BUSINESS WIRE)–USA Compression Partners, LP (NYSE: USAC) (“USAC”), Energy Transfer
Partners, L.P. (NYSE: ETP) (“ETP”) and Energy Transfer Equity, L.P.
(NYSE: ETE) (“ETE”) today announced that USAC has (i) completed its
previously announced acquisition of the CDM compression business (“CDM”)
from ETP, in exchange for $1.232 billion in cash (including customary
closing adjustments), approximately 19.2 million USAC common units and
approximately 6.4 million USAC Class B units, and (ii) cancelled its
incentive distribution rights and converted its economic general partner
interest into a non-economic general partner interest, in exchange for
the issuance to its general partner of 8.0 million USAC common units.
The USAC Class B units issued to ETP will not pay quarterly cash
distributions for the first four quarters following closing and will
convert into USAC common units on a one-for-one basis after such time.
USAC funded the cash consideration for the transaction with proceeds
from the issuance in private placements of preferred units and senior
notes, and borrowings under its revolving credit facility.

In addition to the above transactions, ETE completed its acquisition of
USAC’s general partner and approximately 12.5 million USAC common units
from USA Compression Holdings, LLC in exchange for $250 million in cash.

CDM currently owns and operates approximately 1.6 million horsepower of
natural gas compression and is focused primarily on large horsepower
applications. The acquisition of CDM is expected to provide significant
benefits for USAC unitholders as the combined business will have
increased geographic coverage and will be one of the leading domestic
compression providers. The acquisition further expands USAC’s geographic
presence into regions where USAC was previously underrepresented and
results in USAC having broad coverage across U.S. regions. As part of
its overall service offerings, CDM also provides a full range of gas
treating and emissions testing services. CDM’s treating activities are
complementary to USAC’s growing station services offerings, in which
USAC provides turnkey gas handling solutions for customers. With over
70% of horsepower greater than 1,000 horsepower and an average unit size
of approximately 700 horsepower, the CDM fleet has an average age of
approximately 7 years and a current operating utilization rate of over
90%. On a pro forma combined basis, USAC owns and operates a compression
fleet of approximately 3.4 million horsepower.

The transaction is expected to strengthen ETP’s balance sheet by
allowing ETP to use the cash proceeds from the transactions to reduce
leverage.

ABOUT THE PARTNERSHIPS

USA Compression Partners, LP (NYSE: USAC) is a growth-oriented
Delaware limited partnership that is one of the nation’s largest
independent providers of compression services in terms of total
compression unit horsepower. USAC partners with a broad customer base
composed of producers, processors, gatherers and transporters of natural
gas. USAC focuses on providing compression services to infrastructure
applications primarily in high volume gathering systems, processing
facilities and transportation applications. More information is
available at www.usacompression.com.

Energy Transfer Equity, L.P. (NYSE: ETE) is a master limited
partnership that owns the general partner and 100% of the incentive
distribution rights (IDRs) of Energy Transfer Partners, L.P. (NYSE: ETP)
and Sunoco LP (NYSE: SUN). ETE also owns Lake Charles LNG Company. On a
consolidated basis, ETE's family of companies owns and operates a
diverse portfolio of natural gas, natural gas liquids, crude oil and
refined products assets, as well as retail and wholesale motor fuel
operations and LNG terminalling. For more information, visit the Energy
Transfer Equity, L.P. website at www.energytransfer.com.

Energy Transfer Partners, L.P. (NYSE: ETP) is a master limited
partnership that owns and operates one of the largest and most
diversified portfolios of energy assets in the United States.
Strategically positioned in all of the major U.S. production basins, ETP
owns and operates a geographically diverse portfolio of complementary
natural gas midstream, intrastate and interstate transportation and
storage assets; crude oil, natural gas liquids (NGL) and refined product
transportation and terminalling assets; NGL fractionation assets; and
various acquisition and marketing assets. ETP’s general partner is owned
by Energy Transfer Equity, L.P. (NYSE: ETE). For more information, visit
the Energy Transfer Partners, L.P. website at www.energytransfer.com.

FORWARD-LOOKING STATEMENTS

This press release includes “forward-looking” statements.
Forward-looking statements are identified as any statement that does not
relate strictly to historical or current facts. Statements using words
such as “anticipate,” “believe,” “intend,” “project,” “plan,” “expect,”
“continue,” “estimate,” “goal,” “forecast,” “may” or similar expressions
help identify forward-looking statements. ETE, ETP and USAC cannot give
any assurance that expectations and projections about future events will
prove to be correct. Forward-looking statements are subject to a variety
of risks, uncertainties and assumptions. These risks and uncertainties
include the risks that the benefits contemplated by the transactions may
not be realized. Additional risks include: the potential impact of the
consummation of the transactions on relationships, including with
employees, suppliers, customers, competitors and credit rating agencies,
the ability to achieve revenue, DCF and EBITDA growth, and volatility in
the price of oil, natural gas, and natural gas liquids. Actual results
and outcomes may differ materially from those expressed in such
forward-looking statements. These and other risks and uncertainties are
discussed in more detail in filings made by ETE, ETP and USAC with the
Securities and Exchange Commission, which are available to the public.
ETE, ETP and USAC undertake no obligation to update publicly or to
revise any forward-looking statements, whether as a result of new
information, future events or otherwise.

The information contained in this press release is available at www.energytransfer.com
and www.usacompression.com.

Contacts

USAC Investor Contact:
Matt
Liuzzi, 512-369-1624
Chief Financial Officer
[email protected]
or
Energy
Transfer Contacts:
Investor Relations:
Helen
Ryoo, Lyndsay Hannah, Brent Ratliff, 214-981-0795
or
Media
Relations:
Vicki Granado, 214-840-5820