HOUSTON--(BUSINESS WIRE)--
Phillips 66 Partners LP (NYSE: PSXP) (the “Partnership”) announced that
it has entered into an agreement to sell $750 million of newly issued
Series A Perpetual Convertible Preferred Units (the "Preferred Units")
at a price of $54.27 per preferred unit and 6,304,204 common units at
$47.59 per common unit in a private placement. The Preferred Units will
pay a distribution of 5.0 percent per year for three years, and
thereafter a distribution equal to the greater of 5.0 percent per year
and the amount the Preferred Units would have received if converted into
common units. The Preferred Units are generally convertible into PSXP
common units on a one-for-one basis after, at the purchasers’ option,
two years, and, at the Partnership’s option, three years, subject to
certain conditions. Investors include funds managed by Stonepeak
Partners LP, First Reserve and Tortoise Capital Advisors, L.L.C. The
private placement is expected to close in early October 2017, subject to
the satisfaction of customary closing conditions.
The Partnership expects to use a portion of the net proceeds from the
offering to fund its announced acquisition of a 25 percent interest in
each of Dakota Access, LLC and Energy Transfer Crude Oil Company, LLC
(collectively, the “Bakken Pipeline”), and a 100 percent interest in
Merey Sweeny, L.P. The Partnership expects to use the remaining proceeds
for general partnership purposes, including funding of future
acquisitions and organic projects and repayment of outstanding
indebtedness.
The securities to be sold in the private placement have not been
registered under the Securities Act of 1933, as amended (the "Securities
Act"), or applicable state securities laws, and accordingly may not be
offered or sold in the United States except pursuant to an effective
registration statement or an applicable exemption from the registration
requirements of the Securities Act and such applicable state securities
laws. The Partnership has agreed to file one or more registration
statements with the SEC for the resale of the Preferred Units, the
common units, and the common units underlying the Preferred Units, sold
in the private placement.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there be any
sale of these securities in any state or jurisdiction in which the
offer, solicitation or sale of these securities would be unlawful prior
to registration or qualification under the securities laws of any such
state or jurisdiction.
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.
CAUTIONARY STATEMENTS
This news 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 the accuracy of our assumptions used to estimate the benefits to be
realized from the announced acquisition, our ability to successfully
complete the acquisition and integrate the assets into our operations,
and other factors as 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.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170922005314/en/
Source: Phillips 66 Partners LP