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EPD > SEC Filings for EPD > Form 8-K on 12-Nov-2013All Recent SEC Filings

Show all filings for ENTERPRISE PRODUCTS PARTNERS L P | Request a Trial to NEW EDGAR Online Pro

Form 8-K for ENTERPRISE PRODUCTS PARTNERS L P


12-Nov-2013

Entry into a Material Definitive Agreement, Financial Statements


Item 1.01 Entry into a Material Definitive Agreement.

On November 12, 2013, Enterprise Products Partners L.P. (the "Partnership") entered into an equity distribution agreement (the "Agreement") with Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Mitsubishi UFJ Securities (USA), Inc., Mizuho Securities USA Inc., Morgan Stanely & Co. LLC, Raymond James & Associates, Inc., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., SunTrust Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo Securities, LLC (each a "Manager" and collectively the "Managers"), pursuant to which the Partnership may issue and sell from time to time through the Managers common units representing limited partner interests having an aggregate offering price of up to $1,250,000,000 (the "Units"). Sales of the Units, if any, will be made by means of ordinary brokers' transactions on the New York Stock Exchange at market prices, in block transactions or as otherwise agreed by the Partnership and the Managers.

Under the terms of the Agreement, the Partnership may also sell Units from time to time to any Manager as principal for its own account at a price to be agreed upon at the time of such sale. Any sale of Units to a Manager as principal would be pursuant to the terms of a separate agreement between the Partnership and such Manager.

The Units will be issued pursuant to a registration statement on Form S-3 (Registration No. 333-191514) (the "Registration Statement").

The description of the Agreement in this Item 1.01 is qualified in its entirety by reference to Exhibit 1.1 hereto, which is incorporated herein by reference.

Certain legal opinions related to the Registration Statement are also filed herewith as Exhibits 5.1 and 8.1.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.                                  Description

1.1               Equity Distribution Agreement, dated November 12, 2013, by and
                  among Enterprise Products Partners L.P., Enterprise Products
                  OLPGP, Inc., Enterprise Products Operating LLC and Citigroup
                  Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith
                  Incorporated, Barclays Capital Inc., Credit Suisse Securities
                  (USA) LLC, Deutsche Bank Securities Inc., J.P. Morgan Securities
                  LLC, Mitsubishi UFJ Securities (USA), Inc., Mizuho Securities USA
                  Inc., Morgan Stanely & Co. LLC, Raymond James & Associates, Inc.,
                  RBC Capital Markets, LLC, Scotia Capital (USA) Inc., SunTrust
                  Robinson Humphrey, Inc., UBS Securities LLC and Wells Fargo
                  Securities, LLC.

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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