Duncan Energy Receives Merger Proposal From Enterprise Products

February 2011, Vol. 238 No. 2

Duncan Energy Partners L.P. has received a merger proposal from Enterprise Products Partners L.P.

Under the proposal, Enterprise and certain affiliates would acquire all of the outstanding publicly-held common units of Duncan Energy Partners through a unit-for-unit exchange. Subject to the satisfactory negotiation and execution of definitive agreements, Enterprise is proposing consideration of 0.9545 Enterprise common units for each issued and outstanding publicly-held Duncan Energy Partners common unit. The proposed transaction would be structured as a merger of Duncan Energy Partners with a wholly owned subsidiary of Enterprise. The consideration represents a value of $42.00 for each Duncan Energy Partners common unit, or a premium of approximately 30%, based on the 10-day average closing price of Duncan Energy Partners common units and the closing price of Enterprise common units on February 18, 2011.

“We received Enterprise’s merger proposal and will begin our review process,” stated William A. Bruckmann, III, chairman of the Audit, Conflicts and Governance Committee of the board of directors of the general partner of Duncan Energy Partners.

Enterprise owns 100% of the general partner of Duncan Energy Partners and owns approximately 58% of the outstanding common units of Duncan Energy Partners.