SEC Form 4/A · accession 0001638397-16-000089
PLAINS GP HOLDINGS LP · PAGP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
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
Feb 10, 2016
Accepted (ET)
Feb 16, 2016 · 8:23 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 SharesF1,F2,F3 | Feb 10, 2016 | A | 19,366,071 | $0.00 | A | 19,366,071 | I | See Footnotes |
| Class A SharesF4 | Feb 10, 2016 | A | 725,095 | $0.00 | A | 725,095 | D | |
| Class A SharesF1,F2,F3 | Feb 10, 2016 | J | 19,366,071 | $0.00 | D | 0 | I | See Footnotes |
| Class A SharesF1,F2,F3 | Feb 11, 2016 | A | 704,075 | $0.00 | A | 704,075 | I | See Footnotes |
| Class A SharesF1,F2,F3 | Feb 11, 2016 | J | 704,075 | $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 | $0.00 | Feb 10, 2016 | M | 20,091,166 | D | — | — | Class A Shares | 20,091,166 | 75,607,913 | I |
| Class A Units in Plains AAP, L.P.F1,F2 | $0.00 | Feb 11, 2016 | M | 704,075 | D | — | — | Class A Shares | 704,075 | 74,903,838 | I |
Explanation of responses
- F11. KAFU 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.
- F22. KACALP 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.
- F33. The reported transaction involve in-kind distribution to redeeming limited partners of KAFU other than distributions to accounts in which the Reporting Person has a beneficial ownership interest. Such redemption involve in-kind with Class A shares.
- F44. Represents that portion of the Class A shares held directly by the Reporting Person as well as those Class A shares converted by KAFU in which the Reporting Person has a beneficial ownership interest, which are in addition to the Class A shares addressed in footnote 3.