0001209191-16-113748.txt : 20160408
0001209191-16-113748.hdr.sgml : 20160408
20160408163951
ACCESSION NUMBER: 0001209191-16-113748
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160406
FILED AS OF DATE: 20160408
DATE AS OF CHANGE: 20160408
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ENTERPRISE PRODUCTS PARTNERS L P
CENTRAL INDEX KEY: 0001061219
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 760568219
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 7133816500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EPCO Holdings, Inc.
CENTRAL INDEX KEY: 0001338290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 161563088
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: (713)381-6500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Enterprise Products Co
CENTRAL INDEX KEY: 0001206715
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 161563089
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA STREET
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: (713)281-6500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA STREET
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER NAME:
FORMER CONFORMED NAME: EPCO, Inc.
DATE OF NAME CHANGE: 20050420
FORMER NAME:
FORMER CONFORMED NAME: ENTERPRISE PRODUCTS CO
DATE OF NAME CHANGE: 20021121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WILLIAMS RANDA DUNCAN
CENTRAL INDEX KEY: 0001246514
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 161563090
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-04-06
0
0001061219
ENTERPRISE PRODUCTS PARTNERS L P
EPD
0001246514
WILLIAMS RANDA DUNCAN
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
1
0
1
0
0001206715
Enterprise Products Co
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
0
0
1
0
0001338290
EPCO Holdings, Inc.
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
0
0
1
0
Common Units Representing Limited Partnership Interests
2016-04-06
4
J
0
105000
23.86
D
547903777
I
By EPCO Holdings
Common Units Representing Limited Partnership Interests
2016-04-06
4
J
0
105000
23.86
A
105000
I
By EPD PubCo III
Common Units Representing Limited Partnership Interests
2723052
I
By EPD PubCo I
Common Units Representing Limited Partnership Interests
2834198
I
By EPD PubCo II
Common Units Representing Limited Partnership Interests
1111438
I
By EPD PrivCo I
Common Units Representing Limited Partnership Interests
33708091
I
By EPCO Investments
Common Units Representing Limited Partnership Interests
1046612
I
By EPCO
Common Units Representing Limited Partnership Interests
41762
I
By DDLLC
Common Units Representing Limited Partnership Interests
81688412
I
By DFI GP Holdings
Common Units Representing Limited Partnership Interests
3388831
I
By RDW Family Trust
Common Units Representing Limited Partnership Interests
3388831
I
By DDA Family Trust
Common Units Representing Limited Partnership Interests
3388831
I
By MDF Family Trust
Common Units Representing Limited Partnership Interests
3388831
I
By SDD Family Trust
Common Units Representing Limited Partnership Interests
326000
I
By A&W Ltd.
Common Units Representing Limited Partnership Interests
10000
I
By Chaswil, Ltd.
Common Units Representing Limited Partnership Interests
9090
I
By spouse
Common Units Representing Limted Partnership Interests
4040
I
Jointly with spouse
Class B limited partner interests in EPD PubCo III
2016-04-06
4
J
0
0
D
Common Units
105000
0
I
By EPD PubCo III
Disposition and acquisition by way of capital contribution of common units representing limited partner interests in the issuer ("Common Units") by EPCO Holdings, Inc. ("EPCO Holdings") to EPD PubCo Unit III L.P., a Delaware limited partnership ("EPD PubCo III"), in exchange for the Class A limited partner interest in EPD PubCo III.
These Common Units are owned directly by EPCO Holdings, a direct wholly owned subsidiary of Enterprise Products Company ("EPCO"). Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPD PubCo III, a Delaware limited partnership established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PubCo III. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PubCo III. The Class A limited partner interest generally entitles the holder to a preferred return of $2,505,300.00 multiplied by 6.5381% divided by 365 or 366 days, as the case may be during such calendar year, from April 6, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after April 6, 2020 (or an earlier vesting date), EPD PubCo III will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $2,505,300.00, plus any accrued and unpaid Class A preferred return. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PubCo III. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD PubCo Unit I L.P., a Delaware limited partnership ("EPD PubCo I"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PubCo I. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PubCo I. The Class A limited partner interest generally entitles the holder to a preferred return of $63,746,647.32 multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2020 (or an earlier vesting date), EPD PubCo I will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $63,746,647.32, plus any accrued and unpaid Class A preferred return. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PubCo I. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD PubCo Unit II L.P., a Delaware limited partnership ("EPD PubCo II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PubCo II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PubCo II. The Class A limited partner interest generally entitles the holder to a preferred return of $66,348,575.18 multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2021 (or an earlier vesting date), EPD PubCo II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $66,348,575.18, plus any accrued and unpaid Class A preferred return. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PubCo II. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD PrivCo Unit I L.P., a Delaware limited partnership ("EPD PrivCo I"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PrivCo I. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PrivCo I. The Class A limited partner interest generally entitles the holder to a preferred return of $26,018,763.58 multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2021 (or an earlier vesting date), EPD PrivCo I will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $26,018,763.58, plus any accrued and unpaid Class A preferred return. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PrivCo I. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPCO Investments, LLC ("EPCO Investments"), a direct wholly owned subsidiary of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Investments, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPCO. Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over a majority of the outstanding voting stock of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by Dan Duncan LLC ("DDLLC"), which directly owns 100% of the outstanding membership interests of Enterprise Products Holdings LLC, the issuer's general partner. Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over 100% of the membership interests of DDLLC. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by DDLLC, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by DFI GP Holdings, L.P. ("DFI GP Holdings"). DFI Holdings, LLC ("DFI Holdings") is the general partner of DFI GP Holdings, and DDLLC and EPCO Holdings are limited partners of DFI GP Holdings. DFI Holdings is a direct wholly owned subsidiary of DDLLC. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by DFI GP Holdings, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Randa Duncan Williams 2003 Family Trust (the "RDW Family Trust"). Ms. Williams does not serve as a trustee of the RDW Family Trust and therefore disclaims beneficial ownership of the Common Units owned directly by the RDW Family Trust. Includes Common Units acquired in the issuer's distribution reinvestment plan.
These Common Units are owned directly by The Dannine Duncan Avara 2003 Family Trust (the "DDA Family Trust"), for which Ms. Williams serves as a trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DDA Family Trust, except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
These Common Units are owned directly by The Milane Duncan Frantz 2003 Family Trust (the "MDF Family Trust"), for which Ms. Williams serves as a trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF Family Trust, except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
These Common Units are owned directly by The Scott D. Duncan 2003 Family Trust (the "SDD Family Trust"), for which Ms. Williams serves as a trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Family Trust, except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
These Common Units are owned directly by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by A&W Ltd., except to the extent of her pecuniary interest therein.
These Common Units are owned by Chaswil, Ltd., an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by Chaswil, Ltd. except to the extent of her pecuniary interest therein.
The reporting persons disclaim beneficial ownership over these securities, except to the extent of their pecuniary interest therein.
The power of attorney under which this form was signed is on file with the Commission.
Transaction Code J - Other acquisition or disposition (describe transaction)
/s/Wendi S. Bickett, Attorney-in-Fact on behalf of Randa Duncan Williams and Assistant Secretary of EPCO and EPCO Holdings
2016-04-08