SEC Form 4 · accession 0001638397-16-000082
PLAINS GP HOLDINGS LP · PAGP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
KAYNE ANDERSON CAPITAL ADVISORS LP
Director · 10% Owner
KAFU HOLDINGS, L.P.
Director · 10% Owner
KAFU Holdings II, L.P.
Director · 10% Owner
KAFU Holdings (QP), L.P.
Director · 10% Owner
Period of report
Jan 29, 2016
Accepted (ET)
Feb 2, 2016 · 4:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001581990
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Shares | Jan 29, 2016 | A | 3,138,430 | $0.00 | A | 3,138,430 | I | See Footnotes |
| Class A Shares | Jan 29, 2016 | J | 3,138,430 | $0.00 | D | 0 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Units in Plains AAP, L.P.F1,F2,F3 | $0.00 | Jan 29, 2016 | M | 3,138,430 | D | — | — | Class A Shares | 3,138,430 | 95,699,079 | I |
Explanation of responses
- F1KAFU Holdings (QP), L.P., KAFU Holdings, L.P., and KAFU Holdings II, L.P. (collectively "KAFU") along with Kayne Anderson Capital Advisors, L.P. ("KACALP") hold Class B shares representing limited partners interest in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The limited partnership agreement of AAP was amended and restated to provide that each limited partner of AAP, including KAFU and KACALP, will have the right at any time (without expiration) to immediately exchange (the "exchange Right") its Class A units in AAP together with a like number of Class B shares and the GP Units, for a like number of Class A shares of the Issuer.
- F2KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units in AAP, and the GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.
- F3The reported transaction is an in-kind distribution to redeeming limited partners of KAFU. Such redemption were made in-kind with Class A shares.