As filed with the Securities and Exchange Commission on August 16, 2013
Registration No. 333-162666
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ENTERPRISE PRODUCTS PARTNERS L.P.
(Exact name of registrant as specified in its charter)
EPCO, INC. 2006 TPP LONG-TERM INCENTIVE PLAN
(Full title of the plan)
| Delaware | 76-0568219 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) | |
| Stephanie C. Hildebrandt, Esq. | ||
| 1100 Louisiana, 10th Floor | 1100 Louisiana Street, 10th Floor | |
| Houston, Texas 77002 | Houston, Texas 77002 | |
| (713) 381-6500 | (713) 381-6500 | |
| (Address, including zip code, and telephone | (Name, address, including zip code, and telephone | |
| number, including area code, of registrant’s | number, including area code, | |
| principal executive offices) | of agent for service) | |
With a copy to:
David C. Buck
Andrews Kurth LLP
600 Travis, Suite 4200
Houston, Texas 77002
(713) 220-4200
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | x | Accelerated filer | ¨ | |||
| Non-accelerated filer | ¨ (Do not check if a smaller reporting company.) | Smaller reporting company | ¨ | |||
DEREGISTRATION OF SECURITIES
On October 26, 2009, Enterprise Products Partners L.P., a Delaware limited partnership (the “Partnership”), filed a registration statement on Form S-8 (Registration No. 333-162666) (the “Registration Statement”) with the Securities and Exchange Commission, which was deemed effective upon filing. The Registration Statement registered the offer and sale of 922,758 common units representing limited partner interests in the Partnership issuable pursuant to the EPCO, Inc. 2006 TPP Long-Term Incentive Plan (the “Registered Securities”).
The offering pursuant to the Registration Statement has been terminated. In accordance with an undertaking made by the Partnership in the Registration Statement to remove from registration by means of a post-effective amendment any of the Registered Securities which remain unsold at the termination of the offering, the Registration Statement is hereby amended by this Post-Effective Amendment No. 1 to remove from registration all Registered Securities which remain unsold to date.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on August 16, 2013.
| ENTERPRISE PRODUCTS PARTNERS, L.P. | ||||
| By: |
Enterprise Products Holdings LLC, its general partner | |||
| By: |
/s/ Michael A. Creel | |||
| Michael A. Creel | ||||
| Chief Executive Officer | ||||
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 has been signed by the following persons in the capacities indicated on August 16, 2013.
| Name |
Title (Position with Enterprise Products Holdings LLC) | |
| /s/ RANDA DUNCAN WILLIAMS Randa Duncan Williams |
Director and Chairman of the Board | |
| /s/ MICHAEL A. CREEL Michael A. Creel |
Director and Chief Executive Officer (Principal Executive Officer) | |
| /s/ W. RANDALL FOWLER W. Randall Fowler |
Director, Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |
| /s/ A. JAMES TEAGUE A. James Teague |
Director and Chief Operating Officer | |
| /s/ THURMON M. ANDRESS Thurmon M. Andress |
Director | |
| /s/ RICHARD H. BACHMANN Richard H. Bachmann |
Director | |
| /s/ E. WILLIAM BARNETT E. William Barnett |
Director | |
| /s/ LARRY J. CASEY Larry J. Casey |
Director | |
| /s/ RALPH S. CUNNINGHAM Ralph S. Cunningham |
Director | |
| /s/ CHARLES E. MCMAHEN Charles E. McMahen |
Director | |
| Name |
Title (Position with Enterprise Products Holdings LLC) | |
| /s/ REX C. ROSS Rex C. Ross |
Director | |
| /s/ EDWIN E. SMITH Edwin E. Smith |
Director | |
| /s/ RICHARD S. SNELL Richard S. Snell |
Director | |
| /s/ MICHAEL J. KNESEK Michael J. Knesek |
Senior Vice President, Controller and Principal Accounting Officer | |