UNITED STATES
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
Date of Report (Date of earliest event reported): August 27, 2007
ENTERPRISE PRODUCTS PARTNERS L.P.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-14323
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76-0568219 |
(State or other jurisdiction of
incorporation )
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 1100 Louisiana St, 10th Floor, Houston, Texas
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77002 |
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(Zip Code) |
Registrant’s 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Item 8.01 Other Events.
On August 27, 2007, Enterprise Products Partners L.P. (the “Partnership”), Enterprise Products
OLPGP, Inc. (“OLPGP”) and Enterprise Products Operating LLC (the “Operating Company”) entered into
an underwriting agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc., Banc
of America Securities LLC and Greenwich Capital Markets, Inc., as representatives of the several
underwriters named on Schedule I thereto , relating to the public offering of $800,000,000
principal amount of the Operating Company’s 6.300% Senior Notes due 2017 (the “Notes”). The Notes
are guaranteed on an unsecured and unsubordinated basis by the Partnership (the “Guarantee,” and
together with the Notes, the “Securities”). Closing of the issuance and sale of the Securities is
scheduled for September 4, 2007.
The Underwriting Agreement contains customary representations, warranties and agreements by
the Partnership, OLPGP and the Operating Company , and customary conditions to closing,
indemnification obligations of both the Partnership, OLPGP and the Operating Company, on the one
hand, and the Underwriters, on the other hand, including for liabilities under the Securities Act
of 1933, as amended, obligations of the parties and termination provisions. The foregoing
description of the Underwriting Agreement is qualified in its entirety by reference to such
Underwriting Agreement, a copy of which is filed herewith as Exhibit 1.1 and is incorporated herein
by reference.
On August 28, 2007, the Partnership and the Operating Company filed with the Securities and
Exchange Commission a prospectus supplement dated August 27, 2007 to the accompanying base
prospectus dated August 27, 2007 included in the Partnership’s registration statement on Form S-3
(Registration Nos. 333- 145709 and 333-145709-01). The prospectus supplement was filed pursuant to
Rule 424(b)(5) under the Securities Act of 1933, as amended, in connection with the above described
offering.
On August 27, 2007, the Partnership issued a press release relating to the public offering of
the Notes contemplated by the Underwriting Agreement. A copy of the press release is attached as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. |
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Description |
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1.1 |
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Underwriting Agreement, dated August 27, 2007, by and
among Enterprise Products Partners L.P., Enterprise Products OLPGP, Inc.,
Enterprise Products Operating LLC, Citigroup Global Markets Inc., Banc of
America Securities LLC and Greenwich Capital Markets, Inc., as
Representatives of the several underwriters named on Schedule I thereto. |
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99.1 |
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Press Release dated August 27, 2007. |