Plains GP Holdings LP Announces 2024 Annual Meeting and 2023 Performance

TL;DR

<b>Plains GP Holdings LP exceeded 2023 financial targets, demonstrating strong execution and progress on its long-term strategy.</b>

AI Summary

PLAINS GP HOLDINGS LP (PAGP) filed a Proxy Statement (DEF 14A) with the SEC on April 12, 2024. Plains GP Holdings LP exceeded 2023 financial targets, reporting $2.71 billion in Adjusted EBITDA and $2.46 per common unit in Implied Distributable Cash Flow. The company generated $1.60 billion in Adjusted Free Cash Flow in 2023, returning $989 million to equity holders and investing $524 million in capital. Plains GP Holdings LP lowered its long-term leverage ratio target to 3.25x-3.75x and ended 2023 with a leverage ratio of 3.1x. The company received two credit rating upgrades to mid-BBB. The 2024 annual meeting is scheduled for May 22, 2024.

Why It Matters

For investors and stakeholders tracking PLAINS GP HOLDINGS LP, this filing contains several important signals. The company's strong 2023 performance, including exceeding financial targets and generating significant free cash flow, supports its strategy of increasing returns to equity holders. The reduction in leverage ratio and credit rating upgrades indicate improved financial health and stability, which can lead to lower borrowing costs and increased investor confidence.

Risk Assessment

Risk Level: low — PLAINS GP HOLDINGS LP shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) with no new material financial or operational disclosures beyond what is typically expected for an annual meeting announcement.

Analyst Insight

Investors should review the proxy statement for details on executive compensation, board nominations, and any shareholder proposals ahead of the May 22, 2024 annual meeting.

Financial Highlights

revenue

$2.71 billion

eps

$2.46

Key Numbers

• $2.71 billion — Adjusted EBITDA (Attributable to PAA for 2023)
• $2.46 — Implied Distributable Cash Flow per Common Unit (For 2023)
• $1.60 billion — Adjusted Free Cash Flow (Generated in 2023 (excluding changes in Assets and Liabilities))
• $989 million — Returned to equity holders (Via distributions in 2023)
• $524 million — Investment and maintenance capital (Net to our interest in 2023)
• 3.1x — Leverage ratio (End of 2023)
• 3.25x–3.75x — Long-term leverage ratio target range (Lowered in 2023)
• two — Credit rating upgrades (Received in 2023)

Key Players & Entities

• PLAINS GP HOLDINGS, L.P. (company) — Registrant
• Plains (company) — Company name used in letter
• PAA (company) — Entity for Adjusted EBITDA calculation
• 3.1x (dollar_amount) — 2023 leverage ratio
• 3.25x–3.75x (dollar_amount) — Long-term leverage ratio target range
• mid-BBB (dollar_amount) — Credit rating achieved
• May 22, 2024 (date) — Annual meeting date

FAQ

Industry Context

Plains GP Holdings LP operates in the energy and transportation sector, specifically pipelines.

Regulatory Implications

The filing is a Schedule 14A (DEF 14A) under the Securities Exchange Act of 1934, requiring public companies to provide shareholders with information before their annual meeting.

What Investors Should Do

1. Review the proxy statement for details on executive compensation and board nominations.
2. Attend or review materials from the May 22, 2024 annual meeting.
3. Monitor future filings for updates on financial performance and capital allocation.

Key Dates

• 2024-05-22: Annual Meeting — Shareholders will vote on company matters.
• 2024-04-12: Filing Date — Date the DEF 14A was filed with the SEC.

Year-Over-Year Comparison

This filing is a DEF 14A, providing details for the upcoming annual meeting and summarizing 2023 performance, which is a standard procedural filing.

Key Financial Figures

• $2.71 billion — 23 accomplishments include: Delivered $2.71 billion in Adjusted EBITDA attributable to PAA
• $2 — mmon Unit and Common Unit Equivalent of $2.46, exceeding our initial February targ
• $2.50 billion — itial February targets of approximately $2.50 billion and $2.33, respectively; Generated $1
• $1.60 billion — on and $2.33, respectively; Generated $1.60 billion in Adjusted Free Cash Flow (excluding c
• $989 million — nd Liabilities), returned approximately $989 million to our common and preferred equity hold
• $524 million — stributions, and invested approximately $524 million of investment and maintenance capital (
• $0.20 — Increased our annual distribution by $0.20 per unit (23%) in 2023 and by $0.20 per
• $10,500 — son LLC to solicit proxies for a fee of $10,500 plus reasonable expenses for additional

Filing Documents

• tm242708d2_def14a.htm (DEF 14A) — 2395KB
• bc_ebitda-pn.jpg (GRAPHIC) — 54KB
• bc_netincome-pn.jpg (GRAPHIC) — 50KB
• bc_tsr-pn.jpg (GRAPHIC) — 52KB
• fc_base-pn.jpg (GRAPHIC) — 36KB
• fc_ltip-pn.jpg (GRAPHIC) — 23KB
• fc_ownership-pn.jpg (GRAPHIC) — 99KB
• ic_blackdia-bw.jpg (GRAPHIC) — 2KB
• ic_blackstar-bw.jpg (GRAPHIC) — 2KB
• ic_box-bw.jpg (GRAPHIC) — 1KB
• ic_cross-bw.jpg (GRAPHIC) — 1KB
• ic_tick-bw.gif (GRAPHIC) — 1KB
• ic_tickbox-bw.jpg (GRAPHIC) — 2KB
• ic_whitedia-bw.jpg (GRAPHIC) — 2KB
• ic_whitestar-bw.jpg (GRAPHIC) — 2KB
• lg_plainsgphold-pn.jpg (GRAPHIC) — 56KB
• pc_compensation-pn.jpg (GRAPHIC) — 70KB
• px_24plainsgppxy1pg01-bw.jpg (GRAPHIC) — 298KB
• px_24plainsgppxy1pg02-bw.jpg (GRAPHIC) — 141KB
• px_24plainsgppxy1pg03-bw.jpg (GRAPHIC) — 371KB
• sg_richardmcgee-bw.jpg (GRAPHIC) — 22KB
• sg_williechiang-bw.jpg (GRAPHIC) — 29KB
• 0001104659-24-046397.txt (&nbsp;) — 6592KB
• pagp-20231231.xsd (EX-101.SCH) — 7KB
• pagp-20231231_def.xml (EX-101.DEF) — 6KB
• pagp-20231231_lab.xml (EX-101.LAB) — 19KB
• pagp-20231231_pre.xml (EX-101.PRE) — 5KB
• tm242708d2_def14a_htm.xml (XML) — 210KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 26

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 59 EQUITY COMPENSATION PLAN INFORMATION TABLE 62 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 63 REPORT OF THE AUDIT COMMITTEE 67 PRINCIPAL ACCOUNTANT FEES AND SERVICES 68 PROPOSAL 2–RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 69 PROPOSAL 3–ADVISORY VOTE TO APPROVE OUR 2023 NAMED EXECUTIVE OFFICER COMPENSATION 70 PROPOSAL 4–ADVISORY VOTE ON THE FREQUENCY OF FUTURE VOTES TO APPROVE OUR NAMED EXECUTIVE OFFICER COMPENSATION 71 OTHER MATTERS FOR THE PAGP ANNUAL MEETING 72 DIRECTOR NOMINATIONS AND SHAREHOLDER PROPOSALS FOR THE 2025 ANNUAL MEETING 72 HOUSEHOLDING MATTERS 73 i TABLE OF CONTENTS PLAINS GP HOLDINGS, L.P. PROXY STATEMENT For 2024 Annual Meeting of Shareholders To Be Held On May 22, 2024 GENERAL INFORMATION ABOUT THE PLAINS GP HOLDINGS, L.P. ANNUAL MEETING The board of directors (the "Board") of PAA GP Holdings LLC ("PAGP GP" or our "general partner"), is soliciting proxies to be voted on behalf of our Class A, Class B and Class C shareholders (collectively, our "Shareholders") at the 2024 annual meeting of Shareholders (the "PAGP Annual Meeting"). This proxy statement is being furnished to you in connection with the solicitation of proxies by and on behalf of the Board for use at the PAGP Annual Meeting and includes information about the matters to be voted upon at the PAGP Annual Meeting. The PAGP Annual Meeting will be held on May 22, 2024, at 10:30 a.m. Central Time, in the Texas Room located on the 19 th Floor of Three Allen Center, 333 Clay Street, Houston, Texas 77002. References to "PAGP," "we," "us," "our," "ours" and similar terms refer to Plains GP Holdings, L.P. Proxy materials, including the Notice of Annual Meeting, this proxy statement, proxy card and our Annual Report on Form 10-K for the year ended December 31, 2023 (our "2023 Annual Report"), are being mailed to Shareholders beginning

View Full Filing

View this DEF 14A filing on SEC EDGAR