Item 1.01 Entry into a Material Definitive Agreement.
Delayed Draw Term Loan Agreement
On March 1, 2022, Enterprise Products Operating LLC, a Texas limited liability
company ("EPO") and the operating subsidiary of Enterprise Products Partners
L.P., a Delaware limited partnership (the "Partnership"), entered into a delayed
draw term loan agreement (the "March 2022 Delayed Draw Term Loan Agreement")
among EPO, as Borrower and Wells Fargo Bank, National Association, as lender and
administrative agent, that matures in March 2024. Under the terms of the March
2022 Delayed Draw Term Loan Agreement, EPO may borrow up to an aggregate of
$500 million by April 30, 2022 at a variable interest rate based on EPO's senior
debt credit rating. Should EPO elect to borrow less than $500 million by April
30, 2022, the amount of the facility will be reduced to the aggregate borrowings
under the March 2022 Delayed Draw Term Loan Agreement at that date. Should EPO
elect not to borrow under the facility by April 30, 2022, the March 2022 Delayed
Draw Term Loan Agreement will terminate at that date. Borrowings under the March
2022 Delayed Draw Term Loan Agreement may be used for general company purposes.
The March 2022 Delayed Draw Term Loan Agreement contains customary
representations, warranties, covenants (affirmative and negative) and events of
default, the occurrence of which would permit the lender to accelerate the
maturity date of any amounts borrowed under the facility. The March 2022 Delayed
Draw Term Loan Agreement would also restrict EPO's ability to pay cash
distributions to the Partnership, if an event of default (as defined in the term
loan agreement) has occurred and is continuing at the time such distribution is
scheduled to be paid or would result therefrom. Borrowings by EPO under the
March 2022 Delayed Draw Term Loan Agreement would not be secured by any
collateral; however, they would be guaranteed by the Partnership pursuant to a
Guaranty Agreement (the "Guaranty").
The descriptions of the March 2022 Delayed Draw Term Loan Agreement and the
Guaranty in this Item 1.01 are qualified in their entirety by reference to the
full text of the March 2022 Delayed Draw Term Loan Agreement and the Guaranty,
which are filed as Exhibits 10.1 and 10.2 hereto, respectively, and incorporated
herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On March 1, 2022, EPO entered into the March 2022 Delayed Draw Term Loan
Agreement. The information relating to the March 2022 Delayed Draw Term Loan
Agreement and the related Guaranty, as set forth under Item 1.01, is
incorporated by reference into this Item 2.03. The March 2022 Delayed Draw Term
Loan Agreement is filed as Exhibit 10.1 hereto, the Guaranty is filed as Exhibit
10.2 hereto, and each is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
10.1 Term Loan Agreement, dated as of March 1, 2022, by and between
Enterprise Products Operating LLC, as Borrower, and Wells Fargo Bank,
National Association, as Lender and Administrative Agent.
10.2 Guaranty Agreement, dated as of March 1, 2022, by Enterprise
Products Partners L.P. in favor of Wells Fargo Bank, National
Association, as Administrative Agent.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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