ISSUER FREE WRITING PROSPECTUS
Filed pursuant to Rule 433
Registration Statement No. 333-197797
February 17, 2015
Phillips 66 Partners LP
Term Sheet
This free writing prospectus relates only to the securities described below and should be read together with the preliminary prospectus supplement dated February 17, 2015 (the “prospectus supplement”) together with the prospectus dated August 1, 2014 relating to these securities.
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Issuer: |
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Phillips 66 Partners LP (NYSE: PSXP) |
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Offering Size: |
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5,250,000 common units representing limited partner interests |
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Offering Price: |
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$75.50 per common unit |
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Option to purchase additional units: |
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787,500 additional common units offered by the Issuer (30 days) |
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Proceeds, net of underwriting discounts, commissions and offering expenses: |
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Approximately $383,784,000, or approximately $441,456,000 if the underwriters exercise their option to purchase additional common units in full |
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Trade Date: |
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February 18, 2015 |
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Settlement Date: |
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February 23, 2015 |
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CUSIP: |
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718549 207 |
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Underwriters: |
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Barclays Capital Inc. J.P. Morgan Securities LLC Citigroup Global Markets Inc. Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. LLC RBC Capital Markets, LLC Wells Fargo Securities, LLC BNP Paribas Securities Corp. Deutsche Bank Securities Inc. Mizuho Securities USA Inc. PNC Capital Markets LLC Scotia (Capital) USA, Inc. |
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Stabilizing Transactions: |
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Prior to purchasing the common units being offered pursuant to the prospectus supplement, on February 17, 2015, one of the underwriters |
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purchased, on behalf of the syndicate, 43,390 common units at an average price of $75.78808 per common unit in stabilizing transactions |
Additional Information:
Phillips 66 Partners LP has filed a registration statement (including a prospectus) on Form S-3 with the Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents that Phillips 66 Partners LP has filed with the SEC for more complete information about Phillips 66 Partners LP and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Additionally, copies of the prospectus supplement and accompanying base prospectus related to this offering may be obtained from:
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Barclays |
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J.P. Morgan |
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c/o Broadridge Financial Solutions |
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c/o Broadridge Financial |
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1155 Long Island Avenue |
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Solutions |
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Edgewood, NY 11717 |
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1155 Long Island Avenue |
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Telephone: 888-603-5847 |
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Edgewood, NY 11717 |
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barclaysprospectus@broadridge.com |
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Telephone: 866-803-9204 |
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Citigroup |
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BofA Merrill Lynch |
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Attn: Prospectus Department |
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Attn: Prospectus Department |
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Brooklyn Army Terminal |
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222 Broadway |
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140 58th Street, 8th Floor |
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New York, NY 10038 |
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Brooklyn, NY 11220 |
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Telephone: 800-831-9146 |
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batprospectusdept@citi.com |
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Goldman, Sachs & Co. |
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Attn: Prospectus Department |
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Morgan Stanley |
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200 West Street |
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Attn: Prospectus Department |
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New York, NY 10282 |
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180 Varick Street, 2nd Floor |
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Telephone: 866-471-2526 |
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New York, NY 10014 |
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Facsimile: 212-902-9316 |
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Prospectus-ny@ny.email.gs.com |
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RBC Capital Markets |
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Wells Fargo Securities |
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Attn: Equity Syndicate |
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Attn: Equity Syndicate Dept. |
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Three World Financial Center |
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375 Park Avenue |
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200 Vesey Street, 8th Floor |
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New York, NY 10152 |
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New York, NY 10281 |
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Telephone: 800-326-5897 |
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Telephone: 877-822-4089 |
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cmclientssupport@wellsfargo.com |
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equityprospectus@rbccm.com |
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