Item 1.01
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Entry into a Material Definitive Agreement.
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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 EPOs 3.125% senior notes due 2029 (the Senior Notes YY) and $1.25 billion principal amount of EPOs 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 on
Form S-3 (Registration
Nos. 333-230066
and 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 Partnerships Current Report on Form
8-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.