UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
−Removed: Recent Issuances of Unregistered Securities
−Removed: On September 30, 2020, the Partnership issued and sold an aggregate of 50,000 Series A Cumulative Convertible Preferred Units in a private placement transaction.
−Removed: The stated value of each preferred unit is $1,000 per unit.
−Removed: The total offering price for the preferred units was $50.0 million, of which $32.5 million was received in cash with the remaining $17.5 million funded through the exchange of 1,120,588 of the Partnership’s common units owned by the purchasers.
−Removed: Cash proceeds from the preferred unit offering include $15.0 million received from a privately held affiliate of EPCO for the purchase of 15,000 preferred units.
−Removed: Concurrently, the Partnership exchanged all of the 54,807,352 Partnership common units owned directly by OTA for 855,915 of the Partnership’s new preferred units having an equivalent value.
+Added: Recent Issuance of Unregistered Securities
+Added: Holders of our Series A Cumulative Convertible Preferred Units are entitled to receive cumulative quarterly distributions at a rate of 7.25% per annum.
+Added: We may satisfy our obligation to pay distributions to the preferred unitholders through the issuance, in whole or in part, of additional preferred units (referred to as paid-in kind or “PIK” distributions), with the remainder in cash, subject to certain rights of a holder to elect all cash and other conditions as described in our partnership agreement.
+Added: In February 2021, the Partnership made a quarterly distribution to preferred unitholders, including PIK distributions of an aggregate of 15,931 restricted preferred units consisting of 15,657 preferred units to OTA (which are accounted for as treasury units in consolidation) and 274 preferred units to a privately held EPCO affiliate.
For additional information regarding the preferred units, see Note 8 of the Notes to Unaudited Condensed Consolidated Financial Statements included under Part I, Item 1 of this quarterly report.
−Removed: The issuance and sale of the preferred units, as described above, were undertaken in reliance upon exemptions from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and Section 3(a)(9) thereof.
−Removed: Other than as described above, there were no sales of unregistered equity securities during the three months ended September 30, 2020.
+Added: The issuances of the preferred units as PIK distributions during the three months ended March 31, 2021 were undertaken in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof.
+Added: Other than as described above, there were no sales of unregistered equity securities during the first quarter of 2021.
Issuer Purchases of Equity Securities
−Removed: The following table summarizes the Partnership’s equity repurchase activity during the third quarter of 2020:
−Removed: Number of Common Units
+Added: The following table summarizes our equity repurchase activity during the first quarter of 2021:
+Added: Dollar Amount
Under the 2019 Buyback
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2019 Buyback Program:
−Removed: September 2020
+Added: February 2021
Vesting of phantom unit awards:
−Removed: August 2020 (2)
−Removed: In January 2019, we announced the 2019 Buyback Program, which authorized the repurchase of up to $2 billion of the Partnership’s common units.
−Removed: Common units repurchased under this program during 2020 were cancelled immediately upon acquisition.
−Removed: Of the 112,794 phantom unit awards that vested in August 2020 and converted to common units, 23,903 units were sold back to the Partnership by employees to cover related withholding tax requirements.
+Added: February 2021 (2)
+Added: In January 2019, we announced the 2019 Buyback Program, which authorized the repurchase of up to $2 billion of EPD’s common units.
+Added: Units repurchased under this program are cancelled immediately upon acquisition.
+Added: Of the 5,132,145 phantom unit awards that vested in February 2021 and converted to common units, 1,587,782 units were sold back to us by employees to cover related withholding tax requirements.
These repurchases are not part of any announced program.
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.