Attached files
file | filename |
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EX-5.1 - EX-5.1 - ENTERPRISE PRODUCTS PARTNERS L.P. | h84367exv5w1.htm |
EX-8.1 - EX-8.1 - ENTERPRISE PRODUCTS PARTNERS L.P. | h84367exv8w1.htm |
EX-4.3 - EX-4.3 - ENTERPRISE PRODUCTS PARTNERS L.P. | h84367exv4w3.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 24, 2011
ENTERPRISE PRODUCTS PARTNERS L.P.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation ) |
1-14323 (Commission File Number) |
76-0568219 (IRS Employer Identification No.) |
1100 Louisiana Street, 10th Floor, Houston, Texas (Address of principal executive offices) |
77002 (Zip Code) |
Registrants telephone number, including area code: (713) 381-6500
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2 below):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement | ||||||||
Item 8.01 Other Events | ||||||||
Item 9.01 Financial Statements and Exhibits | ||||||||
SIGNATURES | ||||||||
EXHIBIT INDEX | ||||||||
EX-4.3 | ||||||||
EX-5.1 | ||||||||
EX-8.1 |
Table of Contents
Item 1.01 Entry into a Material Definitive Agreement.
On August 24, 2011, Enterprise Products Partners L.P. (the Partnership), Enterprise Products
OLPGP, Inc. (OLPGP) and Enterprise Products Operating LLC (EPO) completed the public offering
of $650,000,000 aggregate principal amount of EPOs 4.05% Senior Notes CC due 2022 (the 2022 Notes)
and $600,000,000 aggregate principal amount of EPOs 5.70% Senior Notes DD due 2042 (the 2042 Notes,
and together with the 2022 Notes the Notes). Pursuant to the indentures described below, the
Notes are guaranteed on an unsecured and unsubordinated basis by the Partnership (the Guarantee,
and together with the Notes, the Securities).
The Securities were issued under an Indenture, dated as of October 4, 2004 (the Indenture),
among EPO (as successor to Enterprise Products Operating L.P.), as issuer, the Partnership, as
guarantor, and Wells Fargo Bank, N.A., as trustee, (collectively, as amended and supplemented by
the Tenth Supplemental Indenture, dated as of June 30, 2007, providing for EPO as successor issuer,
the Base Indenture) as amended and supplemented by the Twenty-First Supplemental Indenture dated
as of August 24, 2011 (the Supplemental Indenture, and together with the Base Indenture, the
Indenture).
The Notes provide that interest will accrue from August 24, 2011 at a rate of 4.05% per annum
for the 2022 Notes and 5.70% per annum for the 2042 Notes. Interest will be payable on February 15
and August 15 of each year, commencing February 15, 2012 for the Notes. The 2022 Notes mature on
February 15, 2022 and the 2042 Notes mature on February 15, 2042. The Notes also provide that EPO
may redeem some or all of the Notes at any time at the applicable redemption price that includes
accrued and unpaid interest and a make-whole premium.
The terms of the Securities and the Supplemental Indenture are further described in the
Prospectus dated August 10, 2011 under the captions Description of the Notes and Description of
Debt Securities, which descriptions are incorporated herein by reference to Exhibit 99.2 to the
Partnerships Current Report on Form 8-K filed with the Securities and Exchange Commission on
August 12, 2011. Such descriptions do not purport to be complete and are qualified by reference to
the Base Indenture and to the Supplemental Indenture, which is filed as Exhibit 4.3 hereto and
incorporated herein by reference.
Item 8.01 Other Events.
Certain legal opinions related to the Registration Statement are filed herewith as Exhibits
5.1 and 8.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Description | |||
4.1 | Indenture, dated as of October 4, 2004, among Enterprise Products Operating L.P., as Issuer, Enterprise Products Partners L.P., as Guarantor, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Form 8-K filed October 6, 2004). | |||
4.2 | Tenth Supplemental Indenture, dated as of June 30, 2007, by and among Enterprise Products Operating LLC, as Issuer, Enterprise Products Partners L.P., as Parent Guarantor, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.54 to Form 10-Q filed August 8, 2007). | |||
4.3 | Twenty-First Supplemental Indenture, dated as of August 24, 2011, among Enterprise Products Operating LLC, as Issuer, Enterprise Products Partners L.P., as Guarantor, and Wells Fargo Bank, National Association, as Trustee. | |||
4.4 | Forms of Notes (included in Exhibit 4.3 above). | |||
5.1 | Opinion of Andrews Kurth LLP. | |||
8.1 | Opinion of Andrews Kurth LLP relating to tax matters. | |||
23.1 | Consents of Andrews Kurth LLP (included in Exhibits 5.1 and 8.1). |
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Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
ENTERPRISE PRODUCTS PARTNERS L.P. |
||||
By: | Enterprise Products Holdings LLC, | |||
its general partner |
Date: August 24, 2011 | By: | /s/ Michael J. Knesek | ||
Michael J. Knesek | ||||
Senior Vice President, Controller and Principal Accounting Officer of Enterprise Products Holdings LLC |
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Table of Contents
EXHIBIT INDEX
Exhibit No. | Description | |||
4.1 | Indenture, dated as of October 4, 2004, among Enterprise Products Operating L.P., as Issuer, Enterprise Products Partners L.P., as Guarantor, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Form 8-K filed October 6, 2004). | |||
4.2 | Tenth Supplemental Indenture, dated as of June 30, 2007, by and among Enterprise Products Operating LLC, as Issuer, Enterprise Products Partners L.P., as Parent Guarantor, and Wells Fargo Bank, National Association, as Trustee (incorporated by reference to Exhibit 4.54 to Form 10-Q filed August 8, 2007). | |||
4.3 | Twenty-First Supplemental Indenture, dated as of August 24, 2011, among Enterprise Products Operating LLC, as Issuer, Enterprise Products Partners L.P., as Guarantor, and Wells Fargo Bank, National Association, as Trustee. | |||
4.4 | Forms of Notes (included in Exhibit 4.3 above). | |||
5.1 | Opinion of Andrews Kurth LLP. | |||
8.1 | Opinion of Andrews Kurth LLP relating to tax matters. | |||
23.1 | Consents of Andrews Kurth LLP (included in Exhibits 5.1 and 8.1). |
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