4//SEC Filing
PLAINS ALL AMERICAN PIPELINE LP 4
Accession 0001615619-16-000116
$PAACIK 0001070423operating
Filed
Nov 16, 7:00 PM ET
Accepted
Nov 17, 5:39 PM ET
Size
10.3 KB
Accession
0001615619-16-000116
Insider Transaction Report
Form 4
DUCKETT W DAVID
President of subsidiary-PMC
Transactions
- Other
Class B Shares/Class A Units/GP Units
2016-11-15+500,248→ 500,248 total(indirect: See footnote (4)(5))Exercise: $0.00→ Common Units (500,248 underlying) - Other
Class B Units in Plains AAP, L.P.
2016-11-15+725,116→ 725,116 totalExercise: $0.00→ Common Units (682,575 underlying)
Footnotes (5)
- [F1]Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), after December 31, 2015, a holder of vested Class B Units of AAP (the "Class B Units") may convert, from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B shares for each Class B Unit.
- [F2]The limited partnership agreement of AAP was amended and restated on November 15, 2016 to provide that, among other things, each limited partner of AAP holding Class A Units, including the Reporting Person following conversion, will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") on a one-for-one basis, by delivering such Class A Units to Plains AAP along with the associated Class B Shares and GP Units (the "GP Units") in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). Pursuant to the limited partnership agreement of AAP, prior to November 15, 2017, the Reporting Person may not exercise his Redemption Right if such exercise would result in the redemption (taken together with any previous redemptions by the Reporting Person) of more than 78% of the Class A Units held by the Reporting Person as of November 15, 2016.
- [F3]Pursuant to the limited partnership agreement of AAP, the Redemption Right does not expire.
- [F4]PAA Management, L.P. ("PAA Management") is also a limited partner of AAP and may from time to time exercise the Redemption Right with respect to its Class A Units. The Reporting Person is a member of PAA Management LLC, the general partner of PAA Management, and a limited partner of PAA Management. Therefore he may be deemed to be a beneficial owner of the interests held by PAA Management. The Reporting Person disclaims beneficial ownership of the securities held by PAA Management, except to the extent of his pecuniary interest therein.
- [F5]Pursuant to the limited partnership agreement of AAP, prior to November 15, 2017, PAA Management may not exercise its Redemption Right with respect to Class A Units attributable to the interest of the Reporting Person if such exercise would result in the redemption (taken together with any previous redemptions attributable to the interest of the Reporting Person) of more than 78% of the Class A Units attributable to the Reporting Person through PAA Management as of November 15, 2016.
Documents
Issuer
PLAINS ALL AMERICAN PIPELINE LP
CIK 0001070423
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001070423
Filing Metadata
- Form type
- 4
- Filed
- Nov 16, 7:00 PM ET
- Accepted
- Nov 17, 5:39 PM ET
- Size
- 10.3 KB