Phillips 66 Partners LP’s $1.05 Billion Private Placement of Series A Perpetual Convertible Preferred Units and Common Units

Cravath represented the placement agents, led by Barclays, Bank of America Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities and RBC Capital Markets, in connection with the $1.05 billion private placement of series A perpetual convertible preferred units and common units of Phillips 66 Partners LP, a growth-oriented master limited partnership formed by Phillips 66 to own, operate, develop and acquire primarily fee-based crude oil, refined petroleum products and natural gas liquids pipelines and terminals and other transportation and midstream assets. Proceeds of the private placement were used to fund a portion of the consideration payable by Phillips 66 Partners LP in connection with its acquisition of interests in each of Dakota Access, LLC, Energy Transfer Crude Oil Company, LLC and Merey Sweeny, L.P. The units were listed on the New York Stock Exchange. The transaction closed on October 6, 2017.

The Cravath team included partner D. Scott Bennett and associates Steven Y. Li and Rebecca D. Stacker. Dominic V. Capasso also worked on this matter.