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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): December 2, 2009
ENTERPRISE GP HOLDINGS L.P.
(Exact name of registrant as specified in its charter)
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Delaware |
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1-32610 |
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13-4297064 |
(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
1100 Louisiana, 10th Floor
Houston, Texas 77002
(Address of Principal Executive Offices, including Zip Code)
(713) 381-6500
(Registrants Telephone Number, including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2.):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
(e) EPCO, Inc. (EPCO) formed EPE Unit L.P. (EPE Unit I), EPE Unit II, L.P. (EPE Unit
II), EPE Unit III, L.P. (EPE Unit III), Enterprise Unit L.P. (Enterprise Unit) and EPCO Unit
L.P. (EPCO Unit and together with EPE Unit I, EPE Unit II, EPE Unit III and Enterprise Unit, the
Employee Partnerships) to serve as long-term incentive arrangements for certain employees of EPCO
by providing profit interests in (i) the underlying limited partnership units (the EPE Units)
of Enterprise GP Holdings L.P. (EPE) and/or (ii) the underlying limited partnership units (the
EPD Units and together with the EPE Units, the MLP Units) of Enterprise Products Partners L.P.
(EPD and together with EPE, the MLPs). On December 2, 2009, each of the Employee Partnerships
entered into an amendment to agreement of limited partnership (each referred to herein as an
Amendment). The Amendment for each of the Employee Partnerships provides that the expected
liquidation date for such Employee Partnership has been extended to the date that falls on the
second trading day immediately following the first date as of which the distributions with respect
to all outstanding MLP Units held by such Employee Partnership relating to the fourth quarter of
fiscal year 2015 have been paid in full by the relevant MLP(s).
Copies of the Amendment for each of EPE Unit I, EPE Unit II, EPE Unit III, Enterprise Unit and
EPCO Unit are filed as Exhibit 10.1, Exhibit 10.2, Exhibit 10.3, Exhibit 10.4 and Exhibit 10.5,
respectively, to this Current Report on Form 8-K, and each is incorporated by reference into this
Item 5.02.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
10.1*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit L.P. dated December 2, 2009. |
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10.2*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit II L.P. dated December 2, 2009. |
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10.3*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit III L.P. dated December 2, 2009. |
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10.4*
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First Amendment to Agreement of Limited Partnership of
Enterprise Unit L.P. dated December 2, 2009. |
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10.5*
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First Amendment to Agreement of Limited Partnership of EPCO
Unit L.P. dated December 2, 2009. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
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ENTERPRISE GP HOLDINGS L.P.
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By: |
EPE HOLDINGS, LLC,
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its General Partner |
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Date: December 8, 2009 |
By: |
/s/ Michael J. Knesek
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Name: |
Michael J. Knesek |
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Title: |
Senior Vice President, Controller and
Principal
Accounting Officer of EPE Holdings, LLC |
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Exhibit Index
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Exhibit No. |
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Description |
10.1*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit L.P. dated December 2, 2009. |
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10.2*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit II L.P. dated December 2, 2009. |
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10.3*
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Third Amendment to Agreement of Limited Partnership of EPE
Unit III L.P. dated December 2, 2009. |
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10.4*
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First Amendment to Agreement of Limited Partnership of
Enterprise Unit L.P. dated December 2, 2009. |
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10.5*
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First Amendment to Agreement of Limited Partnership of EPCO
Unit L.P. dated December 2, 2009. |