| Item 1.01 | Entry into a Material Definitive Agreement. |
On July 8, 2019, Enterprise Products Partners L.P. (the “Partnership”), Enterprise Products OLPGP, Inc. and Enterprise Products Operating LLC (“EPO”) completed the public offering of $1.25 billion principal amount of EPO’s 3.125% senior notes due 2029 (the “Senior Notes YY”) and $1.25 billion principal amount of EPO’s 4.200% senior notes due 2050 (the “Senior Notes ZZ” together with the Senior Notes YY, the “Notes”). Pursuant to the indentures described below, the Notes are guaranteed on an unsecured and unsubordinated basis by the Partnership pursuant to a guarantee (the “Guarantee” and, together with the Notes, the “Securities”).
The offering of the Securities has been registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a Registration Statement onForm S-3 (RegistrationNos. 333-230066and 333-230066-01) (the “Registration Statement”), as supplemented by the Prospectus Supplement dated June 24, 2019, relating to the Securities, filed with the United States Securities and Exchange Commission (the “SEC”) on June 25, 2019, pursuant to Rule 424(b) of the Securities Act (together with the accompanying prospectus dated March 5, 2019, the “Prospectus”).
The Securities were issued under the Indenture, dated as of October 4, 2004, among EPO (as successor to Enterprise Products Operating L.P.), as issuer, the Partnership, as guarantor, and Wells Fargo Bank, N.A., as trustee (the “Original Indenture”), as amended and supplemented by (i) the Tenth Supplemental Indenture thereto, dated as of June 30, 2007, providing for EPO as successor issuer (the “Tenth Supplemental Indenture”) and (ii) the Thirty-Third Supplemental Indenture thereto, dated as of July 8, 2019 (the “Thirty-Third Supplemental Indenture” and, together with the Tenth Supplemental Indenture, the “Supplemental Indentures”).
Interest will accrue at a rate of 3.125% per annum for the Senior Notes YY and 4.200% per annum for the Senior Notes ZZ, in each case, from July 8, 2019. Interest on the Senior Notes YY and the Senior Notes ZZ is payable on January 31 and July 31 of each year, commencing January 31, 2020. The Senior Notes YY mature on July 31, 2029 and the Senior Notes ZZ mature on January 31, 2050. The Notes also provide that at any time prior to April 30, 2029 (three months prior to their maturity date) for the Senior Notes YY (the “Senior Notes YY Par Call Date”) and prior to July 31, 2049 (six months prior to their maturity date) for the Senior Notes ZZ (the “Senior Notes ZZ Par Call Date”), EPO may redeem some or all of the Notes at the applicable redemption price that includes accrued and unpaid interest and a make-whole premium. In the case of the Senior Notes YY and the Senior Notes ZZ, the make-whole premium is calculated based on the principal and interest that would have been due if the notes had matured on the Senior Notes YY Par Call Date for the Senior Notes YY or the Senior Notes ZZ Par Call Date for the Senior Notes ZZ. At any time on or after the Senior Notes YY Par Call Date for the Senior Notes YY or the Senior Notes ZZ Par Call Date for the Senior Notes ZZ, EPO may redeem some or all of such Notes at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest.
The terms of the Securities, the Original Indenture and the Supplemental Indentures are further described in the Prospectus under the captions “Description of the Notes” and “Description of Debt Securities,” which descriptions are incorporated herein by reference to Exhibit 99.1 to the Partnership’s Current Report on Form8-K filed with the SEC on June 26, 2019. Such descriptions do not purport to be complete and are qualified by reference to the Original Indenture, which is filed as Exhibit 4.1 hereto; the Tenth Supplemental Indenture, which is filed as Exhibit 4.2 hereto; and the Thirty-Third Supplemental Indenture, which is filed as Exhibit 4.3 hereto, each of which are incorporated by reference herein.
Certain legal opinions related to the Registration Statement are filed herewith as Exhibit 5.1.
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