Enterprise Products Partners L.P.

SEC Filings

ENTERPRISE PRODUCTS PARTNERS L P filed this Form 8-K on 02/07/2018
Entire Document

Exhibit 1.1

Execution Version


$700,000,000 5.375% Junior Subordinated Notes F due 2078


February 1, 2018

J.P. Morgan Securities LLC

Deutsche Bank Securities Inc.

Merrill Lynch, Pierce, Fenner & Smith


Scotia Capital (USA) Inc.

As Representatives of the several

    Underwriters named in Schedule I to the Underwriting Agreement,

c/o J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Ladies and Gentlemen:

Enterprise Products Operating LLC, a Texas limited liability company (“EPO”), proposes to issue and sell to the underwriters listed on Schedule I hereto (the “Underwriters”) $700,000,000 aggregate principal amount of EPO’s 5.375% Junior Subordinated Notes F due 2078 (the “Notes”), as set forth on Schedule I hereto, to be fully and unconditionally guaranteed on a junior subordinated basis by Enterprise Products Partners L.P., a Delaware limited partnership (the “Partnership”) (the “Guarantees,” together with the Notes, the “Securities”).

The Securities are to be issued under the Indenture dated as of October 4, 2004 (the “Original Indenture”) among EPO (as successor to Enterprise Products Operating L.P.), as issuer, the Partnership, as parent guarantor, and Wells Fargo Bank, N.A., as trustee (the “Trustee”), as amended and supplemented by (i) the Tenth Supplemental Indenture, dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), providing for EPO as the successor issuer to Enterprise Products Operating L.P., and (ii) the Thirty-First Supplemental Indenture, to be dated as of the Delivery Date (as defined in Section 4 below) (the “Thirty-First Supplemental Indenture”). The Original Indenture, as amended and supplemented by the Tenth Supplemental Indenture and the Thirty-First Supplemental Indenture, is referred to herein as the “Indenture.”

This is to confirm the agreement among the Partnership, Enterprise Products OLPGP, Inc., a Delaware corporation and managing member of EPO (“EPOGP”), and EPO (collectively with the Partnership and EPOGP, the “Enterprise Parties”), and the Underwriters concerning the purchase of the Securities from the Partnership and EPO by the Underwriters.