HOUSTON – Bracewell LLP served as counsel to Phillips 66, the borrower, in the closing of a $900 million credit facility with Toronto Dominion (Texas) LLC, as administrative agent. The credit facility consists of a $450 million 364-day term loan and a $450 million three-year term loan, and is fully and unconditionally guaranteed by Phillips 66 Company, a wholly-owned subsidiary of Phillips 66. The new credit agreement will partially refinance $1.5 billion of 2.950% senior notes issued by Phillips 66.
Subject to certain conditions in the credit agreement, Phillips 66 may assign all or a portion of the term loans, without consent of the lenders, to certain specified subsidiaries, including Phillips 66 Partners LP, in connection with drop downs of assets to Phillips 66 Partners LP. Any such assigned loans will be fully and unconditionally guaranteed by Phillips 66, in addition to Phillips 66 Company.
This is the first credit facility of a sponsor of a master limited partnership (MLP) under which loans are assignable at the sponsor’s option to the MLP.
Bracewell lawyers involved in this transaction included:
Partners: Heather L. Brown