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Occidental Petroleum Corp. to sell 50% of BridgeTex Pipeline Co.

Plains All American Pipeline enters into agreement to acquire 50% interest in BridgeTex Pipeline Co. from Occidental Petroleum Corp.

Plains All American Pipeline (PAA) has agreed to purchase Occidental Petroleum’s 50% interest in the BridgeTex Pipeline Co. for US$1.075 billion. The sale will cover the pipeline’s approximate 400mi northern leg, which runs from the Permian Basin to East Houston.

Magellan Midstream Partners (MMP) operates and owns the remaining 50% interest in BridgeTex.

In addition, BridgeTex has agreed to sell the southern leg of the pipeline system which runs from Houston to Texas City, known as the Texas City Leg, to MMP for $75 million. MMP has agreed to enter into a long-term capacity lease with BridgeTex, allowing BridgeTex shippers access to capacity on the Texas City Leg.

PAA's acquisition of Occidental's interest in BridgeTex is subject to completion by Plains GP Holdings (PAGP) of an underwritten secondary offering after which Occidental would sell a portion of its equity interest in PAGP.

In order to facilitate such offering and the overall transaction, (i) the board of directors of PAGP's general partner has agreed to an early release of the 15-month lock-up arrangement that was originally imposed on certain PAGP equity owners, including Occidental, in connection with PAGP's initial public offering in October 2013, and (ii) certain affiliates of Kayne Anderson Investment Management, Inc., The Energy & Minerals Group and PAA Management, L.P. have agreed to waive their participation rights in such offering, and (iii) Occidental, certain affiliates of Kayne Anderson Investment Management, Inc., The Energy & Minerals Group and PAA Management, L.P. have agreed to refrain from selling any of their respective interests in PAGP for a period of up to 90 days following such offering. If an offering is not completed prior to 31 December 2014, both PAA and Occidental have the right to terminate the overall transaction.

BridgeTex owns the BridgeTex pipeline, which is a new 300,000 bpd crude oil pipeline system that extends from Colorado City in West Texas to Texas City and is complementary to PAA's existing West Texas assets. Service began September 2014.

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