Phillips 66 Partners LP (NYSE: PSXP) (the “Partnership”) today announced
that it has priced $500 million aggregate principal amount of 3.55
percent unsecured senior notes due 2026 (the “2026 notes”) and $625
million aggregate principal amount of 4.90 percent unsecured senior
notes due 2046 (the “2046 notes”) in an underwritten public offering
pursuant to an effective shelf registration statement on Form S-3
previously filed with the Securities and Exchange Commission (“SEC”).
The 2026 notes were offered at a price to the public of 99.901 percent
of par and the 2046 notes were offered at a price to the public of
99.303 percent of par.
The Partnership expects to use the net proceeds from this offering (i)
to pay the cash consideration payable by the Partnership for its
previously announced acquisition of 30 crude, products, and NGL
logistics assets from Phillips 66 and (ii) for general partnership
purposes, including repayment of outstanding indebtedness and to fund
capital expenditures. The closing of this offering is not conditioned on
the closing of the announced acquisition. The closing of the senior
notes offering is expected to occur on October 14, 2016, subject to
satisfaction of customary closing conditions.
J.P. Morgan Securities LLC, Credit Suisse Securities (USA) LLC, Goldman,
Sachs & Co. and Mizuho Securities USA Inc. are acting as the joint
book-running managers for this offering and BNP Paribas Securities
Corp., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., DNB
Markets, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, MUFG
Securities Americas Inc., Scotia Capital (USA) Inc., TD Securities (USA)
LLC, Barclays Capital Inc. and RBC Capital Markets, LLC are acting as
the passive book-runners, and Commerz Markets LLC, HSBC Securities (USA)
Inc., PNC Capital Markets LLC, SMBC Nikko Securities America, Inc.,
SunTrust Robinson Humphrey, Inc., The Williams Capital Group, L.P., U.S.
Bancorp Investments, Inc., and Wells Fargo Securities, LLC are acting as
the co-managers. A copy of the prospectus supplement and accompanying
base prospectus relating to this offering may be obtained, when
available, by sending a request to:
J.P. Morgan Securities LLC
383 Madison Avenue
New York, NY 10179
Telephone: (212) 834-4533
Credit Suisse Securities (USA) LLC
Attn: Credit Suisse Prospectus Department
One Madison Avenue
New York, NY 10010
Telephone: (800) 221-1037
Goldman, Sachs & Co.
Attn: Prospectus Department
200 West Street
New York, NY 10282
Telephone: (212) 902-9316
Mizuho Securities USA Inc.
320 Park Avenue
New York, NY 10022
Telephone: (866) 271-7403
These documents may also be obtained free of charge when they are
available from the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any of the securities described herein,
nor shall there be any sale of these securities, in any state or
jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of such
state or jurisdiction. The offering will be made only by means of a
prospectus and related prospectus supplement meeting the requirements of
Section 10 of the Securities Act of 1933, as amended.
About Phillips 66 Partners
Headquartered in Houston, Texas, Phillips 66 Partners is a
growth-oriented master limited partnership formed by Phillips 66 to own,
operate, develop and acquire primarily fee-based crude oil, refined
petroleum product and natural gas liquids pipelines and terminals and
other transportation and midstream assets.
This press release contains forward-looking statements as defined
under the federal securities laws, including projections, plans and
objectives. Although Phillips 66 Partners believes that expectations
reflected in such forward-looking statements are reasonable, no
assurance can be given that such expectations will prove to be correct.
In addition, these statements are subject to certain risks,
uncertainties and other assumptions that are difficult to predict and
may be beyond Phillips 66 Partners’ control. If one or more of these
risks or uncertainties materialize, or if underlying assumptions prove
incorrect, actual results may vary materially from what Phillips 66
Partners anticipated, estimated, projected or expected. The key risk
factors that may have a direct bearing on the forward-looking statements
are described in the filings that Phillips 66 Partners makes with the
Securities and Exchange Commission. In light of these risks,
uncertainties and assumptions, the events described in the
forward-looking statements might not occur or might occur to a different
extent or at a different time than as described. All forward-looking
statements in this release are made as of the date hereof and Phillips
66 Partners undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
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Source: Phillips 66 Partners LP