Issuer Free Writing Prospectus dated September 3, 2019
Relating to Preliminary Prospectus Supplement dated September 3, 2019
Registration StatementNo. 333-232865
Phillips 66 Partners LP
$300,000,000 2.450% SENIOR NOTESDUE 2024
$600,000,000 3.150% SENIOR NOTESDUE 2029
PRICING TERM SHEET
Issuer: | Phillips 66 Partners LP | |||
Trade Date: | September 3, 2019 | |||
Settlement Date*: | September 6, 2019 (T+3) | |||
Net Proceeds (before expenses): | $892,275,000 | |||
Title of Securities: | 2.450% Senior Notes Due 2024 | 3.150% Senior Notes Due 2029 | ||
Principal Amount: | $300,000,000 | $600,000,000 | ||
Coupon: | 2.450% | 3.150% | ||
Maturity Date: | December 15, 2024 | December 15, 2029 | ||
Public Offering Price: | 99.763% of principal amount, plus accrued interest, if any, from September 6, 2019 | 99.781% of principal amount, plus accrued interest, if any, from September 6, 2019 | ||
Benchmark Treasury: | 1.250% due August 31, 2024 | 1.625% due August 15, 2029 | ||
Spread to Benchmark Treasury: | +115 bps | +170 bps | ||
Benchmark Treasury Price/Yield: | 99-17; 1.347% | 101-12+; 1.474% | ||
Reoffer Yield: | 2.497% | 3.174% | ||
Interest Payment Dates: | June 15 and December 15, commencing June 15, 2020 | June 15 and December 15, commencing June 15, 2020 | ||
Interest Record Dates: | June 1 and December 1 | June 1 and December 1 | ||
Make-Whole Call: | At any time prior to November 15, 2024, at T + 20 bps | At any time prior to September 15, 2029, at T + 30 bps | ||
Par Call: | On or after November 15, 2024 | On or after September 15, 2029 | ||
Expected/Current Ratings**: | Moody’s: Baa3 (Stable) Standard & Poor’s: BBB (Stable) | Moody’s: Baa3 (Stable) Standard & Poor’s: BBB (Stable) | ||
Distribution: | SEC Registered | SEC Registered | ||
CUSIP / ISIN: | CUSIP: 718549 AG3 ISIN: US718549AG31 | CUSIP: 718549 AH1 ISIN: US718549AH14 | ||
Underwriting Gross Spread: | 0.600% of principal amount | 0.650% of principal amount | ||
Joint Book-Running Managers (for each series of notes): | Barclays Capital Inc. Citigroup Global Markets Inc. Goldman Sachs & Co. LLC RBC Capital Markets, LLC BNP Paribas Securities Corp. Credit Suisse Securities (USA) LLC Commerz Markets LLC Mizuho Securities USA LLC MUFG Securities Americas Inc. Scotia Capital (USA) Inc. SMBC Nikko Securities America, Inc. TD Securities (USA) LLC Wells Fargo Securities, LLC BofA Securities, Inc. J.P. Morgan Securities LLC |
Co-Managers (for each series of notes): | BMO Capital Markets Corp. BB&T Capital Markets, a division of BB&T Securities, LLC CIBC World Markets Corp. Credit Agricole Securities (USA) Inc. HSBC Securities (USA) Inc. PNC Capital Markets LLC SunTrust Robinson Humphrey, Inc. U.S. Bancorp Investments, Inc. |
* Note: Under Rule15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes on the date hereof will be required, by virtue of the fact that the notes initially will settle T+3 (on September 6, 2019) to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of notes who wish to trade notes on the date hereof should consult their own advisors.
** Note: These ratings are not a recommendation to buy, sell or hold the notes offered hereby. The ratings may be subject to revision or withdrawal at any time and should be evaluated independently of any other rating.
This pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus Supplement dated September 3, 2019 (the “Preliminary Prospectus Supplement”). The information in this pricing term sheet supplements the Preliminary Prospectus Supplement and supersedes the information in the Preliminary Prospectus Supplement to the extent inconsistent with the information in the Preliminary Prospectus Supplement.
The Issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC web site athttp://www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Barclays Capital Inc. toll-free at1-888-603-5847, Citigroup Global Markets Inc. toll-free at1-800-831-9146, Goldman Sachs & Co. LLC toll-free at1-866-471-2526 or RBC Capital Markets, LLC toll-free at1-866-375-6829.