epd8k_042109.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of
Report (date of earliest event reported): April 16, 2009
ENTERPRISE
PRODUCTS PARTNERS L.P.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-14323
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76-0568219
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(State
or Other Jurisdiction of
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(Commission
File Number)
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(I.R.S.
Employer
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Incorporation
or Organization)
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Identification
No.)
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1100
Louisiana, 10th
Floor, Houston, Texas
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77002
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
Telephone Number, including Area Code: (713) 381-6500
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
7.01. Regulation FD Disclosure.
On April 21, 2009, Enterprise Products
Partners L.P. (NYSE:EPD) issued a press release regarding its dissociation, or
exit from, the Texas Offshore Port System partnership. A copy of the
press release is furnished herewith as Exhibit 99.1.
Item
8.01. Other Events.
On April 21, 2009, Enterprise Products
Partners L.P. announced that, effective April 16, 2009, its affiliate,
Enterprise Offshore Port System, LLC, elected to dissociate, or exit from, the
Texas Offshore Port System partnership (“TOPS”) and forfeit its investment and
its one-third ownership interest in the partnership. As a result,
Enterprise expects to record a non-cash charge of approximately $34 million
against its earnings for the second quarter of 2009. The decision to
dissociate from TOPS was in connection with a disagreement with one of its
partners, an affiliate of Oiltanking Holdings America, Inc.
TEPPCO O/S Port System, LLC, an
affiliate of TEPPCO Partners L.P. (NYSE:TPP), has also elected to dissociate
from TOPS effective April 16, 2009.
In August 2008, affiliates of
Enterprise, TEPPCO and Oiltanking Holding Americas, Inc. formed a joint venture
to design, construct, own and operate a new Texas offshore crude oil port and
pipeline system to facilitate delivery of waterborne crude oil to refining
centers along the upper Texas Gulf Coast. The TOPS project includes
an offshore port, two onshore storage facilities with approximately 5.1 million
barrels of total crude oil storage capacity, and an associated 160-mile pipeline
system with the capacity to deliver up to 1.8 million barrels per day of crude
oil. The total cost of the project had been estimated at $1.8
billion.
Oiltanking has alleged in a response to
the notices of dissociation that the dissociation of the affiliates of
Enterprise and TEPPCO was wrongful and in breach of the TOPS partnership
agreement. Enterprise believes that its actions in dissociating from
the partnership are permitted by, and in accordance with, the terms of the TOPS
partnership agreement and, should the need arise, intends to vigorously defend
such actions.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 is “furnished” and not
filed herewith for purposes of Section 18 of the Securities Exchange Act of
1934, or otherwise subject to the liabilities of that section. It may
only be incorporated by reference in another filing under the Securities
Exchange Act of 1934 or the Securities Act of 1933 if and to the extent such
subsequent filing specifically references the information therein.
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Exhibit
No.
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Description
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99.1
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Enterprise
Products Partners L.P. press release dated April 21,
2009.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this Report to be signed on its behalf by the undersigned hereunto
duly authorized.
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ENTERPRISE
PRODUCTS PARTNERS L.P.
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By:
Enterprise Products GP, LLC,
its
General Partner
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Date:
April 21, 2009
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By:
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/s/
Michael J. Knesek
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Name:
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Michael
J. Knesek
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Title:
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Senior
Vice President, Controller and Principal
Accounting
Officer of Enterprise Products GP,
LLC
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Exhibit
Index
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Exhibit
No.
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Description
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99.1
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Enterprise
Products Partners L.P. press release dated April 21,
2009.
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