Form Type: 4

SEC EDGAR Link
Accession Number:0001638397-20-000002
Date:2019-12-31
Issuer: PLAINS GP HOLDINGS LP (PAGP)
Original Submission Date:

Reporting Person:

KAFU HOLDINGS (QP), L.P.
1800 AVENUE OF THE STARS, 3RD FLOOR
LOS ANGELES, CA 90067

Reporting Person:

KAYNE ANDERSON CAPITAL ADVISORS LP
1800 AVENUE OF THE STARS
3RD FLOOR LOS ANGELES, CA 90067

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-12-31 J 7,583 a $0.00 7,583 indirect f1,f2,f3
COMMON STOCK 2019-12-31 J 7,583 d $0.00 0 indirect f1,f2,f3
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B SHARES/CLASS A UNITS/GP UNITS 0.0 2019-12-31 deemed execution date M 7,583 (d) class a shares 7,583 $0.00 16,026,307 indirect see footnotes
Footnotes
IDfootnote
f1 kafu holdings (qp), l.p. ("kafu") holds class b shares representing limited partner interests 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 eighth amended and restated limited partnership agreement of aap provides that each limited partner of aap, including kafu, has 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 gp units, for a like number of class a shares of the issuer. on december 31, 2019, kafu holdings (qp), l.p. exercised the exchange right with respect to 7,583 class a units.
f2 kayne anderson capital advisors, l.p. ("kacalp") is the manager of the general partner of kafu and may be deemed to beneficially own the class b shares, class a units, and 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.
f3 the reported transaction involves an in-kind distribution to redeeming limited partners of kafu holdings (qp), l.p.
f4 in a simultaneous transaction, kafu exercised the redemption right provided for in the limited partnership agreement of aap with respect to 191,177 class a units. as a result, such class a units were cancelled and 191,177 common units of plains all american pipeline, l.p. were distributed by aap to kafu. the number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.
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