8-K 1 h06450e8vk.txt FORM 8-K ================================================================================ 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): May 29, 2003 ENTERPRISE PRODUCTS PARTNERS L.P. ENTERPRISE PRODUCTS OPERATING L.P. (Exact name of registrants as specified in their charters) Delaware 1-14323 76-0568219 Delaware 333-93239-01 76-0568220 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification incorporation or organization) No.)
2727 North Loop West, Houston, Texas 77008-1037 (Address of principal executive offices) (Zip Code) Registrants telephone number, including area code: (713) 880-6500 ================================================================================ EXPLANATORY NOTE This report constitutes a combined report for Enterprise Products Partners L.P. (the "Partnership") (Commission File No. 1-14323) and its 98.9899% owned subsidiary, Enterprise Products Operating L.P. (the "Operating Partnership") (Commission File No. 333-93239-01). Since the Operating Partnership owns substantially all of the Partnership's consolidated assets and conducts substantially all of the Partnership's business and operations, the information set forth herein constitutes combined information for the Partnership and the Operating Partnership. Unless the context requires otherwise, references to "we", "us" or "our" are intended to mean the consolidated business and operations of Enterprise Products Partners L.P., which includes Enterprise Products Operating L.P. and its subsidiaries. ITEM 5. OTHER EVENTS. On May 29, 2003, we entered into an underwriting agreement for the public offering of 10,400,000 common units, including 650,000 common units to be offered to four trusts established for the benefit of the children of Dan L. Duncan, the Chairman of our general partner, 50,000 common units to be offered to O. S. Andras, the President and Chief Executive Officer of our general partner, and 2,500 common units to be offered to three other members of our management team. Closing of the issuance and sale of the common units is scheduled for June 4, 2003. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED. NOT APPLICABLE. (b) PRO FORMA FINANCIAL INFORMATION. NOT APPLICABLE. (c) EXHIBITS. 1.1 Underwriting Agreement dated May 29, 2003, among Enterprise Products GP, LLC, Enterprise Products Partners L.P., Enterprise Products Operating L.P., Citigroup Global Markets Inc., Morgan Stanley & Co. Incorporated, Goldman, Sachs & Co., UBS Warburg LLC, Raymond James & Associates, Inc., RBC Dain Rauscher Inc., Sanders Morris Harris Inc. and Wachovia Securities, Inc. 5.1 Opinion of Vinson & Elkins L.L.P. 8.1 Opinion of Vinson & Elkins L.L.P. 23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibits 5.1 and 8.1 hereto) -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. ENTERPRISE PRODUCTS PARTNERS L.P. ENTERPRISE PRODUCTS OPERATING L.P. By: Enterprise Products GP, LLC, the general partner of the Partnership and the Operating Partnership Date: May 30, 2003 By: /s/ Michael J. Knesek ------------------------------------ Name: Michael J. Knesek Title: Vice President, Controller and Principal Accounting Officer of Enterprise GP, LLC -3- EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT DESCRIPTION ------ ------------------- 1.1 Underwriting Agreement dated May 29, 2003, among Enterprise Products GP, LLC, Enterprise Products Partners L.P., Enterprise Products Operating L.P., Citigroup Global Markets Inc., Morgan Stanley & Co. Incorporated, Goldman, Sachs & Co., UBS Warburg LLC, Raymond James & Associates, Inc., RBC Dain Rauscher Inc., Sanders Morris Harris Inc. and Wachovia Securities, Inc. 5.1 Opinion of Vinson & Elkins L.L.P. 8.1 Opinion of Vinson & Elkins L.L.P. 23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibits 5.1 and 8.1 hereto)