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CUSIP No. 29273V100 |
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13D |
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Page
9
of 12 Pages |
Item 3. Sources and Amount of Funds or Other Consideration
Item 3 is hereby amended and supplemented as follows:
From November 12, 2018 to August 12, 2024, the Reporting Persons purchased 57,332,154 Common Units in a series of open market
transactions for aggregate consideration of approximately $632 million. The Reporting Persons obtained the funds for such purchases through capital contributions from their partners and members, and from personal funds.
In addition, the Reporting Persons acquired 6,504,174 Common Units through the Issuers distribution reinvestment plan for no additional
consideration.
Item 4. Purpose of Transaction
Item 4 is hereby amended and supplemented as follows:
General
The Reporting Persons acquired
the securities described in this Schedule 13D for investment purposes and they intend to review their investments in the Issuer on a continuing basis. Any actions the Reporting Persons might undertake will be dependent upon the Reporting
Persons review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuers business, financial condition, operations and prospects; price levels of the Issuers securities; general market, industry and
economic conditions; and other future developments.
The Reporting Persons may acquire additional securities of the Issuer in the open
market or in privately negotiated transactions. In addition, the Reporting Persons may engage in discussions with management, the board of directors of the general partner of the Issuer (the Board), and other relevant parties or
encourage, cause or seek to cause the Issuer or such persons to consider or explore various transactions, including: mergers or acquisitions, securities offerings and/or repurchases by the Issuer; changes to the capitalization or distribution policy
of the Issuer; or other changes to the Issuers business or corporate structure, including changes in management or the composition of the Board.
To facilitate their consideration of such matters, the Reporting Persons may retain consultants and advisors and may enter into discussions
with potential sources of capital and other third parties. The Reporting Persons may exchange information with any such persons pursuant to appropriate confidentiality or similar agreements. The Reporting Persons will likely take some or all of the
foregoing steps at preliminary stages in their consideration of various possible courses of action before forming any intention to pursue any particular plan or direction.
Other than as described above, the Reporting Persons do not currently have any plans or proposals that relate to, or would result in, any of
the matters listed in Items 4(a)(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Persons may change their purpose or formulate different plans or proposals with respect thereto at any time.
Item 5. Interest in Securities of the Issuer
Item
5 is hereby amended and restated in its entirety as follows:
(a) |
Mr. Warren is the beneficial owner of 302,399,984 Common Units of the Issuer, representing 8.8% of the
outstanding Common Units based on a total of 3,422,233,857 Common Units outstanding as of August 2, 2024. |
(b) |
Mr. Warren has the sole power to direct the voting and the disposition of all the Common Units he, Warren
Partners, Warren Partners II and Warren Partners III hold. |
ET Company is the record holder of 656,766 Common Units of
the Issuer. The 328,383 Common Units included in Mr. Warrens beneficial ownership total represent 50% of the 656,766 Common Units held of record by ET Company and represent the estimated pro rata interest of Mr. Warren in ET Company,
including his interest in Three Dawaco, Inc., the general partner of ET Company. Mr. Warren and Mr. Davis share the power to direct the vote and the disposition of the common units held by ET Company.