Enterprise Products Partners L.P.

SEC Filings

8-K
GULFTERRA ENERGY PARTNERS L P filed this Form 8-K on 10/01/2004
Entire Document
 
 

        Enterprise paid the purchase price of the Merger, the refinancing of the Credit Facilities and the related transactions using borrowings under its (1) $750 Million Multi-Year Revolving Credit Agreement dated as of August 25, 2004, among Enterprise Products Operating L.P., the Lenders party thereto, Wachovia Bank, National Association, as Administrative Agent, CitiBank, N.A. and JPMorgan Chase Bank, as Co-Syndication Agents, Mizuho Corporate Bank, Ltd., SunTrust Bank and The Bank of Nova Scotia, as Co-Documentation Agents, and (2) $2.25 Billion 364-Day Revolving Credit Agreement dated as of August 25, 2004, among Enterprise Products Operating L.P., the Lenders party thereto, Wachovia Bank, National Association, as Administrative Agent, CitiCorp North America, Inc. and Lehman Commercial Paper Inc., as Co-Syndication Agents.

        As a condition to closing the Merger, all of the directors of the General Partner resigned from their positions as directors of the General Partner as of the Effective Date of the Merger. On the Effective Date, Robert G. Phillips and W. Matt Ralls, both directors of the General Partner prior to the Merger, were elected as directors of Enterprise GP. In addition, Mr. Phillips became President and Chief Operating Officer of Enterprise GP on the Effective Date. These appointments were previously described prospectively in GulfTerra’s Proxy Statement, dated June 22, 2004 and filed with the Commission on June 23, 2004.

Item 9.01.    Financial Statements and Exhibits.

        (a)       Financial statements of businesses acquired.

                    Not applicable.

        (b)        Pro forma financial information.

                    Not applicable.

        (c)        Exhibits.

Exhibit No. Description
2.1 Merger Agreement, dated as of December 15, 2003, by and among Enterprise Products Partners L.P., Enterprise Products GP, LLC, Enterprise Products Management LLC, GulfTerra Energy Partners, L.P. and GulfTerra Energy Company, L.L.C. (incorporated by reference to Exhibit 2.1 to GulfTerra’s Current Report on Form 8-K filed with the Commission on December 15, 2003).

2.2 Parent Company Agreement, dated as of December 15, 2003, by and among Enterprise Products Partners L.P., Enterprise Products GP, LLC, Enterprise Products GTM, LLC, El Paso Corporation, Sabine River Investors I, L.L.C., Sabine River Investors II, L.L.C., El Paso EPN Investments, L.L.C. and GulfTerra GP Holding Company (incorporated by reference to Exhibit 2.2 to GulfTerra’s Current Report on Form 8-K filed with the Commission on December 15, 2003).