0001304186-17-000013.txt : 20171003
0001304186-17-000013.hdr.sgml : 20171003
20171003190034
ACCESSION NUMBER: 0001304186-17-000013
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170929
FILED AS OF DATE: 20171003
DATE AS OF CHANGE: 20171003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAYNE ANDERSON CAPITAL ADVISORS LP
CENTRAL INDEX KEY: 0000949615
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36132
FILM NUMBER: 171119890
BUSINESS ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 3105562721
MAIL ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
FORMER NAME:
FORMER CONFORMED NAME: KAIM NON TRADITIONAL L P/CA
DATE OF NAME CHANGE: 19960605
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAFU Holdings II, L.P.
CENTRAL INDEX KEY: 0001590087
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36132
FILM NUMBER: 171119891
BUSINESS ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: 310-282-7900
MAIL ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAFU Holdings (QP), L.P.
CENTRAL INDEX KEY: 0001638385
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36132
FILM NUMBER: 171119892
BUSINESS ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS, SUITE 300
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
BUSINESS PHONE: (310) 282-7900
MAIL ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS, SUITE 300
CITY: LOS ANGELES
STATE: CA
ZIP: 90067
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: KAFU HOLDINGS, L.P.
CENTRAL INDEX KEY: 0001590015
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36132
FILM NUMBER: 171119893
BUSINESS ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 77002
BUSINESS PHONE: 310-282-7900
MAIL ADDRESS:
STREET 1: 1800 AVENUE OF THE STARS
STREET 2: 3RD FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 77002
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PLAINS GP HOLDINGS LP
CENTRAL INDEX KEY: 0001581990
STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 333 CLAY ST
STREET 2: SUITE 1600
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 713-646-4100
MAIL ADDRESS:
STREET 1: 333 CLAY ST
STREET 2: SUITE 1600
CITY: HOUSTON
STATE: TX
ZIP: 77002
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2017-09-29
0
0001581990
PLAINS GP HOLDINGS LP
PAGP
0001590015
KAFU HOLDINGS, L.P.
1800 AVENUE OF THE STARS
3RD FLOOR
LOS ANGELES
CA
77002
1
0
0
1
See Remarks
0001638385
KAFU Holdings (QP), L.P.
1800 AVENUE OF THE STARS, SUITE 300
LOS ANGELES
CA
90067
1
0
0
1
See Remarks
0001590087
KAFU Holdings II, L.P.
1800 AVENUE OF THE STARS
3RD FLOOR
LOS ANGELES
CA
90067
1
0
0
1
See Remarks
0000949615
KAYNE ANDERSON CAPITAL ADVISORS LP
1800 AVENUE OF THE STARS
3RD FLOOR
LOS ANGELES
CA
90067
1
0
0
1
See Remarks
Class A Shares
2017-09-29
4
A
0
38267
0
A
38267
I
See Footnotes
Class A Shares
2017-09-29
4
J
0
38267
0
D
0
I
See footnotes
Class A Shares
257624
D
Class B Shares/Class A Units/GP Units
0
2017-09-29
4
M
0
38267
0
D
Class A Shares
38267
21049662
I
See Footnotes
KAFU Holdings (QP), L.P., KAFU Holdings, L.P., and KAFU Holdings II, L.P. (collectively "KAFU") hold 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 September 29, 2017, KAFU Holdings, L.P. and KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to an aggregate 38,267 Class A Units.
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.
The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P. and KAFU Holdings, L.P.
Shares held by KACALP.
In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 1,173,528 Class A units. As a result, such Class A units were cancelled and 1,173,528 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.
Bob Sinnott is a director of the managing general partner of the Issuer. Based on the relationship of Mr. Sinnott and the Reporting Persons, the Reporting Persons may be deemed directors by deputization of the Issuer. KAFU Holdings (QP), L.P., KAFU Holdings, L.P., and KAFU Holdings II, L.P. are referred to herein as the "Reporting Persons". The filing of this Statement shall not be construed as an admission that any Reporting Person is, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.
David Shladovsky
2017-10-03