Phillips 66 to acquire all publicly held DCP Midstream units for $41.75/unit, raising stake to 86.8%

Phillips 66

All-cash consideration of $3.8B; Phillips 66 will own 86.8% of DCP Midstream (up from 43.3%).
Targeted operational and commercial synergies of at least $300M from integrating DCP into its midstream business.
Transaction expected to close in Q2 2023, subject to customary conditions.
Enbridge retains its 13.2% economic interest in DCP Midstream unchanged.
DCP special committee and board unanimously approved; affiliates of Phillips 66 provided consent.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Phillips 66 entered into Agreement and Plan of Merger with DCP Midstream, LP, DCP Midstream GP, LP, DCP Midstream GP, LLC valued at $41.75 per Public Common Unit (effective 2023-01-05).

Action: entry
Agreement: merger
Counterparty: DCP Midstream, LP, DCP Midstream GP, LP, DCP Midstream GP, LLC
Value: $41.75 per Public Common Unit
Effective: 2023-01-05

Exact text from the filing

On January 5, 2023, Phillips 66, a Delaware corporation (the “Company”), Phillips 66 Project Development Inc., a Delaware corporation and indirect wholly owned subsidiary of the Company (“PDI”), Dynamo Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of PDI (“Merger Sub”), DCP Midstream, LP, a Delaware limited partnership (“DCP”), DCP Midstream GP, LP, a Delaware limited partnership and the general partner of DCP (“DCP GP LP”), and DCP Midstream GP, LLC, a Delaware limited liability company and the general partner of DCP GP LP (“DCP GP LLC”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which Merger Sub will merge with and into DCP, with DCP surviving as a Delaware limited partnership (the “Merger”).

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Phillips 66 filing history →

Source: SEC EDGAR

accession 0001193125-23-003066

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