Plains GP Holdings, L.P. (NYSE: PAGP)
today announced that it has completed its previously announced
underwritten public offering of 48,300,000 of its Class A shares
representing limited partner interests, including 6,300,000 Class A
shares issued pursuant to the underwriters' option to purchase
additional Class A shares, which the underwriters exercised in full.
Total net proceeds from the offering, after deducting the underwriters'
discounts and commissions and estimated offering expenses, were
approximately $1.474 billion. Pursuant to the Omnibus Agreement dated as
of November 15, 2016 by and among PAGP, PAA GP Holdings LLC, Plains AAP,
L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. (NYSE: PAA),
PAGP 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 PAGP 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 facility and for general partnership
purposes, including acquisitions, joint venture investments and other
expansion capital expenditures. Amounts repaid under PAA's senior
unsecured revolving credit facility may be reborrowed to fund its
ongoing expansion capital program, future acquisitions and investments
or for general partnership purposes.
Citigroup acted as sole book-running manager of the offering.
The Class A shares were 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
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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Plains GP Holdings, L.P.
Ryan Smith, (866)
Director, Investor Relations