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Enterprise Products Partners L.P.
2727 North Loop West, Hous, TX * (713) 880-6500

The company is a leading integrated provider of processing and transportation services to producers of NGLs and consumers of NGL products.

Primary Underwriting Group
ManagerTierPhone
Lehman Brothers IncorporatedLead Manager (212) 526-8100
A.G. Edwards & Sons, Inc.Co-manager (314) 955-3039
Dain Rauscher IncorporatedCo-manager (612) 371-2818
Merrill Lynch & Co.Co-manager (212) 449-4600
PaineWebber IncorporatedCo-manager (212) 713-2626
Prudential Securities IncorporatedCo-manager (212) 778-5420
Raymond James & Associates, Inc.Co-manager (813) 573-8108
Salomon Smith BarneyCo-manager (212) 723-7300

Offering Information
NYSE:EPD Utilities: SIC 4924
Type of Shares:Common Units Filing Date:5/13/98
U.S. Shares:12,000,000 Offer Date:7/27/98
Non-U.S. Shares:0 Filing Range:$21.25 - $23.25
Primary Shares:12,000,000 Offer Price:$22.00
Secondary Shares:0 Gross Spread:$1.40
Offering Amount: $267,000,000 Selling:$0.85
Expenses: - Reallowance:$0.10
Post-IPO Shares: -

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Vinson & Elkins
Bank's Law Firm: Baker & Botts
Auditor: Deloitte & Touche

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Audited
Income
Balance
Sheet
12/31/97 12/31/97
Revenue:$1,020.28Assets:$698.26
Net Income:$53.94Curr Assets:$127.40
EPS:Liabilities:$415.84
Prior EPS:Curr Liab:$191.90
Cash Flow/Oper:$60.09Equity:$282.43
Cash Flow/Fin:$13.28Cash:$18.94
Cash Flow/Inv:-$30.98Working Cap:-$64.50

Competition
The consumption of NGL products in the United States can be separated among four distinct markets. Petrochemical production provides the largest end-use market, followed by motor gasoline production, residential and commercial heating and agricultural uses. There are other hydrocarbon alternatives, primarily refined petroleum products, which can be substituted for NGL products in most end uses. In some uses, such as residential and commercial heating, a substitution of other hydrocarbon products for NGL products would require a significant expense or delay, but for other uses, such as production of ethylene, industrial fuels and petrochemical feedstocks, such a substitution can be made without significant delay or expense. Because certain NGL products are used in motor gasoline and compete with other refined petroleum products in the fuel and petrochemical feedstock markets, NGL product prices are set by or in competition with petroleum- derived products. Increased production and importation of NGLs and NGL products in the United States may decrease NGL product prices in relation to petroleum-based alternatives and thereby increase consumption of NGL products in the petrochemical feedstock market as NGL products are substituted for other more expensive refined products. Conversely, a decrease in both production and importation of NGLs and NGL products could increase NGL products prices in relation to petroleum-based alternatives and thereby decrease consumption of NGLs. However, because of the relationship of crude oil and natural gas production to NGL production, the Company believes that any imbalance in the prices of NGLs and NGL products and alternative products would be temporary.

Business Plan
The Company's business strategy is to manage its operations in a manner that will enable it to pay the Minimum Quarterly Distribution on all the Units and to increase the per Unit value of the Company's assets and cash flow. The Company intends to pursue this strategy principally by: (I) Capitalizing on Expected Increases in NGL Production, (ii) Expanding through Construction of Identified New Facilities, (iii) Investing with Strategic Partners and (iv) Minimizing Commodity Price Exposure.

Use of Proceeds
The proceeds from the proposed offering will be used for general corporate purposes.

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