KAFU Holdings (QP), L.P. - 30 Jun 2021 Form 4 Insider Report for PLAINS ALL AMERICAN PIPELINE LP (PAA)

Role
Director, Other*
Signature
/s/ Michael O'Neil
Issuer symbol
PAA
Transactions as of
30 Jun 2021
Net transactions value
$0
Form type
4
Filing time
02 Jul 2021, 11:53:17 UTC
Next filing
04 Oct 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PAA Common Stock Other $0 +535,009 $0.000000 535,009 30 Jun 2021 See footnotes F1, F2, F3
transaction PAA Common Stock Other $0 -535,009 -100% $0.000000* 0 30 Jun 2021 See footnotes F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PAA Class B Shares/Class A Units/GP Units Options Exercise $0 -535,009 -3.4% $0.000000 15,273,461 30 Jun 2021 Common Units 535,009 $0.000000 See footnotes F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units 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") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2021, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 535,009 Class A Units.
F2 KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the managing member of the manager of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.
F3 The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.
F4 In a simultaneous transaction, KAFU exercised the exchange right provided for in the limited partnership agreement of AAP with respect to 25,554 Class A units. As a result, such Class A units were cancelled and 25,554 Class A Shares of PAGP were issued to KAFU. The number of derivative securities owned reflects both the redemption transaction reported herein and the simultaneous exchange transaction.

Remarks:

Kevin McCarthy is a director of the managing general partner of the Issuer. Based on the relationship of Mr. McCarthy and the Reporting Persons, the Reporting Persons may be deemed directors by deputization of the Issuer. KAFU Holdings (QP), L.P., is 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.