TEPPCO Unitholders Approve Merger with Enterprise
October 23 2009 - 6:30PM
Business Wire
TEPPCO Partners, L.P. (NYSE:TPP) and Enterprise Products
Partners L.P. (NYSE:EPD) today announced that the TEPPCO
unitholders have approved the merger of TEPPCO and Enterprise,
which will create the nation’s largest publicly traded energy
partnership with an enterprise value of approximately $30 billion.
Approximately 97 percent of the TEPPCO units that voted were cast
in favor of the merger and represented about 71 percent of TEPPCO’s
total outstanding units. In addition, approximately 96 percent of
the votes cast by Unaffiliated TEPPCO Unitholders approved the
merger of the two partnerships. Under the terms of the merger
agreement, TEPPCO unitholders will receive 1.24 Enterprise common
units for each TEPPCO unit owned at the effective time of the
merger, which is expected to be completed October 26, 2009.
“With their overwhelming support of the merger, TEPPCO
unitholders have clearly recognized the benefits and potential
growth opportunities that will result by combining the
complementary strengths of these two successful partnerships,” said
Jerry E. Thompson, president and chief executive officer of
TEPPCO’s general partner. “In addition to greater business
diversification, the merger should create improved access to
financial resources allowing us to more effectively pursue
accretive growth opportunities designed to support distribution
increases for investors.”
Michael A. Creel, Enterprise president and chief executive
officer, added, “With the necessary regulatory approvals already
obtained, the unitholder vote represents the final step in the
process. Investors and customers can expect a seamless transition
following the completion of the merger, and we look forward to
serving them as a stronger and more diverse growth-driven
partnership.”
As previously announced, Enterprise is offering to exchange
TEPPCO senior and subordinated notes validly tendered for exchange,
and not validly withdrawn, prior to their expiration date for
Enterprise notes. Enterprise’s obligation to complete the exchange
offers and consent solicitations are conditioned upon, among other
things, completion of the proposed merger of TEPPCO with a wholly
owned subsidiary of Enterprise and receipt of valid consents
sufficient to effect all of the proposed amendments to the TEPPCO
indentures. The merger and related transactions are not conditioned
upon the commencement or completion of the exchange offers or
consent solicitations. As of 10 a.m. CDT October 23, 2009,
approximately $1.94 billion of the $2 billion aggregate principal
amount of TEPPCO notes had been tendered for exchange.
TEPPCO Partners, L.P., is a publicly traded energy logistics
partnership with operations that span much of the continental
United States. TEPPCO owns and operates an extensive network of
assets that facilitate the movement, marketing, gathering and
storage of various commodities and energy-related products. The
partnership’s midstream network is comprised of approximately
12,500 miles of pipelines that gather and transport refined
petroleum products, crude oil, natural gas, liquefied petroleum
gases (LPGs) and natural gas liquids, and includes one of the
largest common carrier pipelines for refined petroleum products and
LPGs in the United States. TEPPCO’s storage assets include
approximately 27 million barrels of capacity for refined petroleum
products and LPGs and about 14 million barrels of capacity for
crude oil. TEPPCO also owns a marine transportation business that
operates primarily on the United States inland and Intracoastal
Waterway systems, and in the Gulf of Mexico. For more information,
visit TEPPCO’s website at www.teppco.com. Texas Eastern Products
Pipeline Company, LLC, the general partner of TEPPCO Partners,
L.P., is currently owned by Enterprise GP Holdings L.P.
(NYSE:EPE).
Enterprise Products Partners L.P. is one of the largest publicly
traded partnerships and is a leading North American provider of
midstream energy services to producers and consumers of natural
gas, NGLs, crude oil and petrochemicals. Enterprise transports
natural gas, NGLs, crude oil and petrochemical products through
approximately 36,000 miles of onshore and offshore pipelines.
Services include natural gas gathering, processing, transportation
and storage; NGL fractionation (or separation), transportation,
storage and import and export terminaling; crude oil transportation
and offshore production platform; and petrochemical transportation
and storage. For more information, visit Enterprise on the web at
www.epplp.com. Enterprise Products Partners L.P. is managed by its
general partner, Enterprise Products GP, LLC, which is wholly-owned
by Enterprise GP Holdings L.P. (NYSE:EPE). For more information on
Enterprise GP Holdings L.P., visit its website at www.enterprisegp.com.
Forward-Looking
Statement
This news release includes forward-looking statements. Except
for the historical information contained herein, the matters
discussed in this news release are forward-looking statements that
involve certain risks and uncertainties such as the partnerships’
expectations regarding the merger. These risks and uncertainties
include, among other things, market conditions, governmental
regulations and factors discussed in TEPPCO Partners, L.P.'s
filings with the Securities and Exchange Commission, including the
proxy statement relating to the merger with Enterprise and
Enterprise’s registration statement on Form S-4 relating to the
merger. If any of these risks or uncertainties materializes, or
should underlying assumptions prove incorrect, actual results or
outcomes may vary materially from those expected. The partnership
disclaims any intention or obligation to update publicly or reverse
such statements, whether as a result of new information, future
events or otherwise.
Investor Notice
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The exchange offers and
consent solicitations are being made only by means of a prospectus
that is part of an effective registration statement.
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