| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PAA | Series A Convertible Preferred Units | Disposed to Issuer | -$333M | -12.7M | -100% | $26.25 | 0 | Jan 7, 2025 | Common Units | 12.7M | By EnCap Flatrock Midstream Fund III, L.P. | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | On January 7, 2025, the Issuer entered into a Unit Repurchase Agreement with EnCap Flatrock Midstream Fund III, L.P. ("EFM III"), whereby the Issuer agreed to purchase 12,678,560 Series A Convertible Preferred Units representing limited partner interests in the Issuer (the "Preferred Units") from EFM III. The Preferred Units will be purchased at "par" ($26.25) for a total purchase price of USD $332,812,200, plus accrued unpaid distributions through January 30, 2025 of $10,400,476 (for total consideration of $343,212,676). The transaction is expected to close by the end of January 2025. |
| F2 | The Preferred Units are perpetual in nature and have no expiration date. |
| F3 | These securities were directly held by EFM III. Gary R. Petersen was previously deemed the beneficial owner of securities held by EFM III by virtue of being a member of EnCap Partners, LLC, which indirectly controlled EFM III. As the result of an internal reorganization, Mr. Petersen no longer has the power to direct the voting or disposition of the securities held by EFM III and, therefore, is no longer deemed the beneficial owner of such securities. Mr. Petersen disclaims beneficial ownership of the securities held by EFM III. |
| F4 | In addition, the Reporting Person previously reported beneficial ownership of 12,678,560 Series A Convertible Preferred Units representing limited partner interests in the Issuer that are directly held by EnCap Energy Capital Fund X, L.P. ("EnCap Fund X"). Mr. Petersen was previously deemed the beneficial owner of securities held by EnCap Fund X by virtue of being a member of EnCap Partners, LLC, which indirectly controlled EnCap Fund X. As the result of an internal reorganization, Mr. Petersen no longer has the power to direct the voting or disposition of the securities held by EnCap Fund X and, therefore, is no longer deemed the beneficial owner of such securities. Mr. Petersen disclaims beneficial ownership of the securities held by EnCap Fund X. |