Enterprise Products Partners L.P.

SEC Filings

ENTERPRISE PRODUCTS PARTNERS L P filed this Form 424B3 on 02/01/2018
Entire Document
Table of Contents

Filed pursuant to Rule 424(b)(3)
Registration No. 333-211317


The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.




(To Prospectus dated May 12, 2016)



Enterprise Products Operating LLC

$         Junior Subordinated Notes F due             , 20    

Unconditionally Guaranteed on a Subordinated Basis by

Enterprise Products Partners L.P.



This prospectus supplement relates to our offering of subordinated notes, the Junior Subordinated Notes F due                 , 20     , which we refer to as the “notes.”

The notes will be redeemable at our option, in whole or in part, on one or more occasions, on             or             after            , 20     at 100% of their principal amount, plus any accrued and unpaid interest thereon, and will bear interest at a fixed rate of     % per year up to, but not including,             , 20    . During this period, interest will be payable on the notes semi-annually in arrears on             and             of each year, beginning on             , 2018. From, and including,                , 20    , the notes will bear interest at a floating rate based on the Three-Month LIBOR Rate (as defined herein) plus             basis points (    %), reset quarterly. During this period, interest will be payable on the notes quarterly in arrears             on             ,             ,             and             of each year, beginning on             , 20    .

So long as no Event of Default has occurred and is continuing, we may defer interest payments on the notes on one or more occasions for up to 10 consecutive years as described in this prospectus supplement. Deferred interest payments will accrue additional interest at a rate equal to the interest rate then applicable to the notes, to the extent permitted by applicable law.

Concurrently with this offering, we are offering senior notes (the “concurrent senior notes offering”) by means of a separate prospectus supplement and not by means of this prospectus supplement. The completion of this offering is not contingent on completion of the concurrent senior notes offering described herein, and the completion of the concurrent senior notes offering is not contingent on the completion of this offering.

The notes are a new issue of securities with no established trading market. We do not intend to apply for listing of the notes on any securities exchange and cannot assure holders that an active after-market for the notes will develop or be sustained or that holders of the notes will be able to sell them at favorable prices or at all.



Investing in the notes involves certain risks. See Risk Factors beginning on page S-13 of this prospectus supplement and on page 3 of the accompanying prospectus.

Neither the United States Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.


     Per note     Total  

Public Offering Price(1)


Underwriting Discount


Proceeds to Enterprise Products


Operating LLC (before expenses)



(1) Plus accrued interest from February     , 2018, if settlement occurs after that date.

The underwriters expect to deliver the notes in book-entry form only, through the facilities of The Depository Trust Company, against payment on or about February     , 2018.

Joint Book-Running Managers


J.P. Morgan  
  BofA Merrill Lynch
    Deutsche Bank Securities


        DNB Markets
          Morgan Stanley
              TD Securities

The date of this prospectus supplement is February     , 2018.