PAGP Prices Upsized Public Offering of Class A Shares
February 23 2017 - 9:55PM
Business Wire
Plains GP Holdings, L.P. (NYSE: PAGP) today announced that it
has priced an upsized underwritten public offering of 42,000,000 of
its Class A shares representing limited partner interests. The size
of the offering was increased by 8,000,000 Class A shares from the
previously announced offering size of 34,000,000 Class A shares.
The underwriters intend to offer the Class A shares from time to
time for sale in one or more transactions on the New York Stock
Exchange, in the over-the-counter market, through negotiated
transactions or otherwise at market prices prevailing at the time
of sale, at prices related to prevailing market prices or at
negotiated prices. The total gross proceeds of the offering (before
underwriters’ discounts and commissions and estimated offering
expenses) will be approximately $1.3 billion. The Partnership has
also granted the underwriters a 30-day option to purchase up to
6,300,000 additional Class A shares. The offering is expected to
close on March 1, 2017, subject to customary closing
conditions.
Pursuant to the Omnibus Agreement dated as of November 15, 2016
by and among the Partnership, PAA GP Holdings LLC, Plains AAP, L.P.
(“AAP”), PAA GP LLC and Plains All American Pipeline, L.P. (NYSE:
PAA), the Partnership has agreed to use the net proceeds from any
public or private offering and sale of Class A shares, including
the current offering, to purchase from AAP a number of AAP Class A
units equal to the number of Class A shares sold in such offering
at a price equal to the net proceeds from such offering. The
Omnibus Agreement also provides that immediately following such
purchase and sale, AAP will use the net proceeds it receives from
such sale of AAP Class A units to the Partnership to purchase from
PAA an equivalent number of common units of PAA.
PAA is expected to use the net proceeds it receives from the
sale of such common units to AAP to repay outstanding borrowings
under its senior unsecured revolving credit facilities and for
general partnership purposes, which may include, among other
things, repayment of indebtedness, acquisitions, capital
expenditures and additions to working capital.
Citigroup is acting as sole book-running manager of the
offering.
The Class A shares are being offered and sold pursuant to an
effective shelf registration statement on Form S-3 previously filed
with the Securities and Exchange Commission, and only by means of a
prospectus supplement and accompanying base prospectus. Copies of
the prospectus supplement and accompanying base prospectus relating
to the offering may be obtained from Citigroup as follows:
Citigroup Global Markets Inc. c/o Broadridge Financial
Solutions 1155 Long Island Avenue Edgewood, New York 11717
Telephone: (800) 831-9146
This news release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Plains GP Holdings, L.P. is a publicly traded entity that owns
an indirect, non-economic controlling general partner interest in
PAA, one of the largest energy infrastructure and logistics
companies in North America. PAGP is headquartered in Houston,
Texas.
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version on businesswire.com: http://www.businesswire.com/news/home/20170223006875/en/
Investors:Plains GP Holdings, L.P.Ryan Smith,
866-809-1291Director, Investor Relations
Plains GP (NYSE:PAGP)
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