Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Shares, Related Shareholder Matters and Issuer Purchases of Equity Securities
Market Information, Holders and Distributions
Our Class A shares are listed and traded on The Nasdaq Global Select Market under the symbol “PAGP.” As of February 11, 2021, there were 194,097,504 Class A shares outstanding and approximately 35,000 record holders and beneficial owners (held in street name).
The following table presents cash distributions per Class A share pertaining to the quarter presented, which were declared and paid in the following calendar quarter (see the “Cash Distribution Policy” section below for a discussion of our policy regarding distribution payments):
First Quarter Second Quarter Third Quarter Fourth Quarter
2020 $ 0.18 $ 0.18 $ 0.18 $ 0.18
2019 $ 0.36 $ 0.36 $ 0.36 $ 0.36
Our Class A shares are also used as a form of compensation to our directors. See Note 18 to our Consolidated Financial Statements for additional information regarding our equity-indexed compensation plans.
Our Class B shares and Class C shares are not listed or traded on any stock exchange.
Performance Graph
The following graph compares the total unitholder return performance of our Class A shares with the performance of: (i) the Standard & Poor’s 500 Stock Index (“S&P 500”) and (ii) the Alerian MLP Index. The Alerian MLP Index is a composite of the most prominent energy master limited partnerships that provides investors with a comprehensive benchmark for this asset class. The graph assumes that $100 was invested in our Class A shares and each comparison index beginning on December 31, 2015 and that all distributions were reinvested on a quarterly basis.
12/31/2015 12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020
PAGP $ 100.00 $ 150.74 $ 102.31 $ 98.75 $ 99.03 $ 48.35
S&P 500 $ 100.00 $ 111.96 $ 136.40 $ 130.42 $ 171.49 $ 203.04
Alerian MLP Index $ 100.00 $ 118.31 $ 110.59 $ 96.86 $ 103.21 $ 73.60
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This information shall not be deemed to be “soliciting material” or to be “filed” with the Commission or subject to Regulation 14A or 14C under the Exchange Act, other than as provided in Item 201(e) of Regulation S-K, or to the liabilities of Section 18 of the Exchange Act, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that we specifically request that such information be treated as soliciting material or specifically incorporate it by reference into a filing under the Securities Act or the Exchange Act.
Recent Sales of Unregistered Securities
In connection with our IPO and related transactions, the Legacy Owners acquired the following interests (collectively, the “Stapled Interests”): (i) AAP units representing an economic limited partner interest in AAP; (ii) general partner units representing a non-economic membership interest in our general partner; and (iii) Class B shares representing a non-economic limited partner interest in us. The Legacy Owners and any permitted transferees of their Stapled Interests have the right to exchange (the “Exchange Right”) all or a portion of such Stapled Interests for an equivalent number of Class A shares. In connection with the exercise of the Exchange Right, the Stapled Interests are transferred to us and the applicable Class B shares are canceled. Although we issue one Class A share for each Stapled Interest that is exchanged, we also receive one AAP unit and one general partner unit. As a result, the exercise by Legacy Owners of the Exchange Right is not dilutive. During the three months ended December 31, 2020, certain Legacy Owners or their permitted transferees exercised the Exchange Right, which resulted in the issuance of 6,756,970 Class A shares. The issuance of Class A shares in connection with the exercise of the Exchange Rights was exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof.
Cash Distribution Policy
Our partnership agreement requires that, within 55 days following the end of each quarter, we distribute all of our available cash to Class A shareholders of record on the applicable record date. Available cash generally means, for any quarter ending prior to liquidation, all cash on hand at the date of determination of available cash for the distribution in respect of such quarter (including expected distributions from AAP in respect of such quarter), less the amount of cash reserves established by our general partner, which will not be subject to a cap, to:
• comply with applicable law or any agreement binding upon us or our subsidiaries (exclusive of PAA and its subsidiaries);
• provide funds for distributions to shareholders;
• provide for future capital expenditures, debt service and other credit needs as well as any federal, state, provincial or other income tax that may affect us in the future; or
• provide for the proper conduct of our business, including with respect to the matters described under our partnership agreement.
Our available cash also includes cash on hand resulting from borrowings made after the end of the quarter.
Our principal sources of cash flow are derived from our indirect investment in PAA. As of December 31, 2020, we directly and indirectly owned approximately 194.1 million AAP units, which represented an approximate 79% limited partner interest in AAP. AAP currently receives all of its cash flows from its ownership of PAA common units. Therefore, our cash flow and resulting ability to make distributions is dependent upon the ability of PAA to make distributions to AAP in respect of the common units AAP owns. As of December 31, 2020, AAP owned approximately 245.8 million PAA common units. The actual amount of cash that PAA, and correspondingly AAP, will have available for distribution will primarily depend on the amount of cash PAA generates from its operations. Also, under the terms of the agreements governing PAA’s debt, PAA is prohibited from declaring or paying any distribution to unitholders if a default or event of default (as defined in such agreements) exists. No such default has occurred. See Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Credit Agreements, Commercial Paper Program and Indentures.”
Our general partner owns a non-economic general partner interest in us, which does not entitle it to receive cash distributions.
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Item 6. Selected Financial Data
The historical financial information below was derived from our audited Consolidated Financial Statements as of December 31, 2020, 2019, 2018, 2017 and 2016 and for the years then ended.
The selected financial data should be read in conjunction with Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and the Consolidated Financial Statements, including the notes thereto, in Item 8. “Financial Statements and Supplementary Data.”
Year Ended December 31,
2020 2019 2018 2017 2016
(in millions, except per share data)
Statement of operations data:
Total revenues
$ 23,290 $ 33,669 $ 34,055 $ 26,223 $ 20,182
Operating income/(loss) (1)
$ (2,383) $ 1,980 $ 2,272 $ 1,147 $ 990
Net income/(loss) (1) (2)
$ (2,440) $ 2,062 $ 2,107 $ (41) $ 660
Net income/(loss) attributable to PAGP (1) (2)
$ (568) $ 331 $ 334 $ (731) $ 94
Per share data:
Basic net income/(loss) per Class A share (1) (2)
$ (3.06) $ 1.97 $ 2.12 $ (5.03) $ 0.94
Diluted net income/(loss) per Class A share (1) (2)
$ (3.07) $ 1.96 $ 2.12 $ (5.03) $ 0.94
Declared distributions per Class A share (3)
$ 0.90 $ 1.38 $ 1.20 $ 1.95 $ 2.40
Balance sheet data (at end of period):
Property and equipment, net (1) (4)
$ 14,620 $ 15,367 $ 14,802 $ 14,105 $ 13,890
Total assets (1) (5)
$ 25,951 $ 29,969 $ 26,830 $ 26,753 $ 26,103
Long-term debt
$ 9,382 $ 9,187 $ 9,143 $ 9,183 $ 10,124
Long-term operating lease liabilities (5)
$ 317 $ 387 $ — $ — $ —
Total debt
$ 10,213 $ 9,691 $ 9,209 $ 9,920 $ 11,839
Partners’ capital:
Partners’ capital (excluding Noncontrolling interests)
$ 1,464 $ 2,155 $ 1,846 $ 1,695 $ 1,737
Noncontrolling interests
$ 9,726 $ 12,330 $ 11,473 $ 10,663 $ 8,970
Total Partners’ capital
$ 11,190 $ 14,485 $ 13,319 $ 12,358 $ 10,707
Other data:
Net cash provided by operating activities
$ 1,510 $ 2,500 $ 2,604 $ 2,496 $ 718
Net cash used in investing activities
$ (1,093) $ (1,765) $ (813) $ (1,570) $ (1,273)
Net cash provided by/(used in) financing activities
$ (430) $ (717) $ (1,753) $ (940) $ 571
Capital expenditures:
Investment capital
$ 921 $ 1,340 $ 1,888 $ 1,135 $ 1,405
Maintenance capital
$ 216 $ 287 $ 252 $ 247 $ 186
Acquisition capital
$ 310 $ 50 $ — $ 1,323 $ 289
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Year Ended December 31,
2020 2019 2018 2017 2016
Volumes (6) (7)
Transportation segment (average daily volumes in thousands of barrels per day):
Tariff activities
6,266 6,805 5,791 5,083 4,523
Trucking
74 88 98 103 114
Transportation segment total volumes
6,340 6,893 5,889 5,186 4,637
Facilities segment:
Liquids storage (average monthly capacity in millions of barrels) (8)
109 110 109 112 107
Natural gas storage (average monthly working capacity in billions of cubic feet)
66 63 66 82 97
NGL fractionation (average volumes in thousands of barrels per day)
129 144 131 126 115
Facilities segment total volumes (average monthly volumes in millions of barrels)
124 125 124 130 127
Supply and Logistics segment (average daily volumes in thousands of barrels per day):
Crude oil lease gathering purchases
1,174 1,162 1,054 945 894
NGL sales
144 207 255 274 259
Supply and Logistics segment total volumes
1,318 1,369 1,309 1,219 1,153
(1) During the year ended December 31, 2020, we recognized impairments of approximately $3.4 billion. See Note 6, Note 7 and Note 8 to our Consolidated Financial Statements for additional information.
(2) During the year ended December 31, 2017, we recorded approximately $823 million related to the re-measurement of our existing deferred tax asset as a result of the reduction in our effective tax rate from the change in corporate federal income tax rate from 35% to 21%. See Note 15 to our Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2017 for additional information.
(3) Represents cash distributions declared and paid per share during the year presented. See Note 12 to our Consolidated Financial Statements for further discussion regarding our distributions.
(4) See Note 7 for discussion of our acquisitions and dispositions completed during the three years ended December 31, 2020.
(5) On January 1, 2019, we adopted Accounting Standards Update 2016-02, Leases (Topic 842) using the optional transitional method. Prior period amounts have not been adjusted and continue to be reported in accordance with our historic accounting under Accounting Standards Codification Topic 840.
(6) Average volumes are calculated as the total volumes (attributable to our interest) for the year divided by the number of days or months in the year.
(7) Facilities segment total volumes are calculated as the sum of: (i) liquids storage capacity; (ii) natural gas storage working capacity divided by 6 to account for the 6:1 thousand cubic feet (“mcf”) of natural gas to crude British thermal unit (“Btu”) equivalent ratio and further divided by 1,000 to convert to monthly volumes in millions; and (iii) NGL fractionation volumes multiplied by the number of days in the year and divided by the number of months in the year.
(8) Includes volumes (attributable to our interest) from facilities owned by unconsolidated entities.
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