New Issue: Enterprise Products prices $2.75 billion of notes in four parts

By Aleesia Forni

Virginia Beach, Oct. 2 – Enterprise Products Operating LLC sold $2.75 billion of senior notes (Baa1/BBB+/) in four parts on Thursday, according to a market source and a FWP filed with the Securities and Exchange Commission.

The company priced $800 million of 2.55% five-year notes at 99.981 to yield 2.554%, or Treasuries plus 85 basis points.

A second tranche was $1.15 billion of 3.75% bonds due 2024 priced at 99.681 to yield 3.788%, or Treasuries plus 135 bps.

The company also sold a $400 million add-on to its existing 4.85% bonds due 2044 at 100.836 to yield 4.796%, or Treasuries plus 190 bps.

The original $1 billion issue sold at Treasuries plus 160 bps on March 11, 2013.

Finally, $400 million of 4.95% bonds due 2054 priced at 98.356 to yield 5.046%, or Treasuries plus 190 bps.

All four tranches sold on top of talk, which firmed around 10 bps to 15 bps from initial guidance for the five-, 10- and add-on tranches.

The 40-year tranche was added prior to the deal’s launch.

The notes will be guaranteed by Enterprise Products Partners LP.

Citigroup Global Markets Inc., BofA Merrill Lynch, DnB NOR Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBS Securities Inc., Scotia Capital (USA) Inc. and UBS Securities LLC were the bookrunners.

Proceeds will be used to repay debt, including amounts under its 364-day credit agreement or commercial paper program and its $650 million of senior notes G due Oct. 15, 2014, and for general company purposes.

The midstream energy services provider is based in Houston.

Issuer:	Enterprise Products Operating LLC
Guarantor:	Enterprise Products Partners LP
Issue:	Senior notes
Amount:	$2.75 billion
Bookrunners:	Citigroup Global Markets Inc., BofA Merrill Lynch, DnB NOR Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBS Securities Inc., Scotia Capital (USA) Inc., UBS Securities LLC
Co-managers:	Barclays, Deutsche Bank Securities Inc., SunTrust Robinson Humphrey, Inc., Mizuho Securities USA Inc., Credit Suisse Securities (USA) LLC, Mitsubishi UFJ Securities (USA), Inc., RBC Capital Markets LLC, U.S. Bancorp Investments Inc., Wells Fargo Securities LLC, BBVA Securities Inc., SMBC Nikko Securities America, Inc.
Trade date:	Oct. 2
Settlement date:	Oct. 14
Ratings:	Moody’s: Baa1
	Standard & Poor’s: BBB+
Distribution:	SEC-registered
Five-year notes
Amount:	$800 million
Maturity:	Oct. 15, 2019
Coupon:	2.55%
Price:	99.981
Yield:	2.554%
Spread:	Treasuries plus 85 bps
Price talk:	Treasuries plus 85 bps, tightened from Treasuries plus 100 bps area
Make-whole call:	Treasuries plus 15 bps prior to Sept. 15, 2019, then callable at par
10.5-year notes
Amount:	$1.15 billion
Maturity:	Feb. 15, 2025
Coupon:	3.75%
Price:	99.681
Yield:	3.788%
Spread:	Treasuries plus 135 bps
Price talk:	Treasuries plus 135 bps, tightened from Treasuries plus 150 bps area
Make-whole call:	Treasuries plus 20 bps prior to Nov. 15, 2024, then callable at par
Tap of bonds due 2044
Amount:	$400 million
Maturity:	March 15, 2044
Coupon:	4.85%
Price:	100.836
Yield:	4.796%
Spread:	Treasuries plus 165 bps
Price talk:	Treasuries plus 165 bps, tightened from Treasuries plus 175 bps area
Total issue size:	$1.4 billion, including $1 billion priced on March 11, 2013
Make-whole call:	Treasuries plus 25 bps prior to Sept. 15, 2043, then callable at par
Bonds due 2054
Amount:	$400 million
Maturity:	Oct. 15, 2054
Coupon:	4.95%
Price:	98.356
Yield:	5.046%
Spread:	Treasuries plus 190 bps
Price talk:	Treasuries plus 190 bps
Make-whole call:	Treasuries plus 30 bps prior to April 15, 2054, then callable at par

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