8-09-2016

Phillips 66 Partners Prices Public Offering of 6,000,000 Common Units

HOUSTON--(BUSINESS WIRE)-- Phillips 66 Partners LP (NYSE: PSXP) (the “Partnership”) today announced the pricing of its underwritten public offering of 6,000,000 common units representing limited partner interests in the Partnership at $50.22 per common unit. In connection with the offering, the Partnership has granted the underwriters a 30-day option to purchase up to an additional 900,000 common units. This offering is expected to close on Aug. 12, 2016, subject to customary closing conditions.

The Partnership expects to use a portion of the net proceeds from the offering to fund its announced acquisition of additional equity interests in Explorer Pipeline and its contribution to the recently formed STACK Pipeline joint venture with Plains All American Pipeline, L.P. The Partnership expects to use the remaining proceeds, including net proceeds from any exercise of the underwriters’ option to purchase additional common units, for general partnership purposes, including funding of future acquisitions and organic projects and repayment of outstanding indebtedness.

RBC Capital Markets, LLC is acting as the sole book-running manager for the offering. A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained, once available, by sending a request to:

RBC Capital Markets, LLC
200 Vesey Street, 8th Floor
New York, NY 10281-8098
Attention: Equity Syndicate
Phone: 877-822-4089
Email: equityprospectus@rbccm.com

These documents may also be obtained free of charge, once available, from the Securities and Exchange Commission’s (SEC’s) website at www.sec.gov.

This news 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 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. The offering is made pursuant to an effective shelf registration statement and prospectus filed by the Partnership with the SEC.

About Phillips 66 Partners

Headquartered in Houston, 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.

CAUTIONARY STATEMENTS

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.

Source: Phillips 66 Partners LP

Phillips 66 Partners LP

Rosy Zuklic (investors), 832-765-2297

rosy.zuklic@p66.com

or

C.W. Mallon (investors), 832-765-2297

c.w.mallon@p66.com

or

Dennis Nuss (media), 832-765-1850

dennis.h.nuss@p66.com