Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, on
In connection with the settlement of the Liquidity Option, Enterprise entered
into a Registration Rights Agreement (the "Registration Rights Agreement") with
Skyline. Pursuant to the Registration Rights Agreement, Enterprise granted
Skyline registration rights with respect to the Liquidity Option Units. Pursuant
to the Registration Rights Agreement, any holder or holders of then-outstanding
registrable securities under the Registration Rights Agreement may request, by
written notice to Enterprise (i) that Enterprise prepare and file a registration
statement under the Securities Act of 1933, as amended (the "Securities Act"),
to permit the public resale of its registrable securities either (A) in a
specified underwritten offering or (B) from time to time under a shelf
registration statement as permitted by Rule 415 under the Securities Act or
(ii) in the event that a shelf registration statement covering such holder's or
holders' registrable securities is already effective, that Enterprise engage in
an underwritten offering in respect of such registrable securities. Enterprise's
obligation to effect such registration statements and offerings is limited to
five (5) registration statements and underwritten offerings. Any such
registration statement or underwritten offering shall involve registrable
securities with a fair market value of at least
Pursuant to the Registration Rights Agreement, any registrable security will
cease to be a registrable security upon the earlier to occur of the following:
(i) a registration statement covering such registrable security has been
declared effective by the
Enterprise's obligations to file such registration statements and to effect such underwritten offerings are subject to customary conditions. In addition, Enterprise and the holders have agreed to customary indemnification in connection with the registration of the Liquidity Option Units.
The foregoing description of the Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the Registration Rights Agreement, a copy of which is attached as Exhibit 4.1 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.
Item 3.02 Unregistered Sales of
On
The issuance and sale of the Liquidity Option Units is exempt from registration under Section 4(a)(2) of the Securities Act because the transaction does not involve a public offering.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description of Exhibit 3.1 Amendment No. 5 to the Sixth Amended and Restated Agreement of Limited Partnership ofEnterprise Products Partners L.P. , dated as ofMarch 5, 2020 . 4.1 Registration Rights Agreement, dated as ofMarch 5, 2020 , betweenEnterprise Products Partners L.P. andSkyline North Americas, Inc. 104 Cover Page Interactive Data File-the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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