Item 1.01 Entry into a Material Definitive Agreement.
On September 15, 2021, Enterprise Products Partners L.P. (the “Partnership”), Enterprise Products OLPGP, Inc. and Enterprise Products Operating LLC (“EPO”) completed the public offering of $1.0 billion principal amount of EPO’s 3.300% senior notes due 2053 (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 September 7, 2021, relating to the Securities, filed with the United States Securities and Exchange Commission (the “SEC”) on September 8, 2021, 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 (such trustee, the “Original 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-Sixth Supplemental Indenture thereto, dated as of September 15, 2021, among EPO, as issuer, the Partnership, as guarantor, the Original Trustee and U.S. Bank National Association, as separate trustee for the Notes (such trustee, the “Series Trustee”) (the “Thirty-Sixth Supplemental Indenture” and, together with the Tenth Supplemental Indenture, the “Supplemental Indentures”).
Interest on the Notes will accrue at a rate of 3.300% per annum from September 15, 2021. Interest on the Notes is payable on February 15 and August 15 of each year, commencing February 15, 2022. The Notes mature on February 15, 2053. The Notes also provide that at any time prior to August 15, 2052 (six months prior to their maturity date) (the “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. The make-whole premium is calculated based on the principal and interest that would have been due if the Notes had matured on the Par Call Date. At any time on or after the Par Call Date, EPO may redeem some or all of the 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 Form 8-K filed with the SEC on September 9, 2021. 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-Sixth Supplemental Indenture, which is filed as Exhibit 4.3 hereto, each of which are incorporated by reference herein.