HOUSTON–(BUSINESS WIRE)–Phillips 66 Partners LP (NYSE: PSXP) (the “Partnership”) today announced that it has priced $500 million aggregate principal amount of 3.75 percent unsecured senior notes due 2028 (the “2028 notes”) and $150 million aggregate principal amount of 4.68 percent unsecured senior notes due 2045 (the “new 2045 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 new 2045 notes are being offered as additional notes under an indenture pursuant to which the Partnership issued 4.68 percent senior notes due 2045 on Feb. 23, 2015. The 2028 notes were offered at a price to the public of 99.620 percent of par and the new 2045 notes were offered at a price to the public of 100.024 percent of par.
The Partnership expects to use the net proceeds from this offering (i) to repay indebtedness assumed by the Partnership as part of the consideration for its previously announced acquisition of an indirect 25 percent interest in the Bakken Pipeline and a direct 100 percent interest in Merey Sweeny, LP from Phillips 66 and (ii) for general partnership purposes, including funding future acquisitions and organic projects and the repayment of outstanding indebtedness under the Partnership’s revolving credit facility. The closing of the senior notes offering is expected to occur on Oct. 13, 2017, subject to satisfaction of customary closing conditions.
Citigroup Global Markets Inc., MUFG Securities Americas Inc., Scotia Capital (USA) Inc., and TD Securities (USA) LLC are acting as the joint book-running managers for this offering, and BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Goldman Sachs & Co., and Mizuho Securities USA Inc. are acting as the passive book-runners. A copy of the prospectus supplement and accompanying base prospectus relating to this offering may be obtained, when available, by sending a request to:
|Citigroup Global Markets Inc.||MUFG Securities Americas Inc.|
c/o Broadridge Financial Solutions
1221 Avenue of the Americas, 6th Floor
|1155 Long Island Avenue||
New York, NY 10020
|Edgewood, NY 11717||
Telephone: (877) 649-6848
|Telephone: (800) 831-9146||
|Scotia Capital (USA) Inc.||TD Securities (USA) LLC|
|250 Vesey Street||
31 W. 52nd Street, 2nd Floor
|New York, NY 10281||New York, NY 10019|
|Telephone: (800) 372-3930||Telephone: (855) 495-9846|
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 the accuracy of our assumptions used to estimate the benefits to be realized from the acquisition, our ability to successfully integrate the acquired 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.
Phillips 66 Partners LP
Jeff Dietert, 832-765-2297 (investors)
Rosy Zuklic, 832-765-2297 (investors)
C.W. Mallon, 832-765-2297 (investors)
Dennis Nuss, 832-765-1850 (media)