8-KRegulation FDOther EventsExhibits & Filings

ENTERPRISE PRODUCTS PARTNERS L.P. 8-K Report, Regulation FD Disclosure (Apr 21, 2009)

Filed April 21, 2009For Securities:EPDEPDU

Summary

Enterprise Products Partners L.P. (EPD) announced its exit from the Texas Offshore Port System (TOPS) partnership on April 21, 2009. This decision, effective April 16, 2009, by its affiliate Enterprise Offshore Port System, LLC, stems from a disagreement with a partner, an affiliate of Oiltanking Holdings America, Inc. Consequently, EPD expects to record a non-cash charge of approximately $34 million against its second-quarter 2009 earnings due to the forfeiture of its investment and one-third ownership interest in the partnership. The TOPS project, initiated in August 2008 as a joint venture with TEPPCO Partners L.P. (TPP) and Oiltanking, aimed to construct a significant offshore crude oil port and pipeline system with an estimated cost of $1.8 billion. The exit of both EPD and TEPPCO affiliates raises concerns, as Oiltanking has alleged wrongful dissociation and breach of the partnership agreement. EPD maintains its actions are in accordance with the agreement and intends to defend its position.

Key Highlights

  • 1EPD has exited the Texas Offshore Port System (TOPS) partnership.
  • 2The exit is effective April 16, 2009, via affiliate Enterprise Offshore Port System, LLC.
  • 3A non-cash charge of approximately $34 million is expected for Q2 2009.
  • 4The dissociation is due to a disagreement with a partner, an affiliate of Oiltanking Holdings America, Inc.
  • 5TEPPCO Partners L.P. (TPP) also exited the TOPS partnership.
  • 6Oiltanking alleges the dissociation was wrongful and a breach of the partnership agreement.
  • 7EPD believes its actions are compliant with the partnership agreement and will defend its position.

Frequently Asked Questions

EPD exited the TOPS partnership due to a disagreement with one of its partners, an affiliate of Oiltanking Holdings America, Inc. This disagreement led its affiliate, Enterprise Offshore Port System, LLC, to dissociate from the partnership.

EPD expects to record a non-cash charge of approximately $34 million against its earnings for the second quarter of 2009 as a result of forfeiting its investment and ownership interest in the TOPS partnership.

The TOPS project was a joint venture formed in August 2008 by affiliates of Enterprise Products Partners, TEPPCO Partners, and Oiltanking Holding Americas, Inc. It was intended to design, construct, own, and operate a new Texas offshore crude oil port and pipeline system, estimated to cost $1.8 billion, to deliver waterborne crude oil to Gulf Coast refining centers.

Oiltanking has alleged that the dissociation of affiliates from Enterprise and TEPPCO was wrongful and constituted a breach of the TOPS partnership agreement. EPD, however, believes its actions are permitted under the agreement and intends to defend them.