Plains All American Pipeline and Pacific Energy Announce Expiration of HSR Waiting Period
01 Août 2006 - 3:33PM
PR Newswire (US)
HOUSTON, Aug. 1 /PRNewswire-FirstCall/ -- Plains All American
Pipeline, L.P. (NYSE:PAA) and Pacific Energy Partners, L.P.
(NYSE:PPX) announced today that the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended,
for their proposed merger expired at 11:59 p.m. Eastern time on
July 31, 2006. The expiration of the Hart-Scott-Rodino waiting
period satisfies one of the closing conditions contained in the
merger agreement, dated June 11, 2006, between Plains All American
and Pacific Energy. Plains All American has also received a "no
issue" letter from the Canadian Competition Bureau and the
accompanying waiting period under the Competition Act has expired.
The completion of the transaction remains subject to the approval
of the unitholders of Plains All American and Pacific Energy as
well as approvals of certain state utility commissions and the
Investment Review Division of Industry Canada. Plains All American
and Pacific Energy have submitted the required filings and
anticipate closing the transaction near the end of 2006. Plains All
American Pipeline, L.P. is engaged in interstate and intrastate
crude oil transportation and crude oil gathering, marketing,
terminalling and storage, as well as the marketing and storage of
liquefied petroleum gas and other petroleum products, in the United
States and Canada. Through its 50% ownership in PAA/Vulcan Gas
Storage LLC, the Partnership is also engaged in the development and
operation of natural gas storage facilities. The Partnership's
common units are traded on the New York Stock Exchange under the
symbol "PAA." The Partnership is headquartered in Houston, Texas.
Pacific Energy Partners, L.P. is a master limited partnership
headquartered in Long Beach, California. Pacific Energy is engaged
principally in the business of gathering, transporting, storing and
distributing crude oil, refined products and other related
products. Pacific Energy generates revenues by transporting such
commodities on its pipelines, by leasing capacity in its storage
facilities and by providing other terminalling services. Pacific
Energy also buys and sells crude oil, activities that are generally
complementary to its crude oil operations. Pacific Energy conducts
its business through two business units, the West Coast Business
Unit, which includes activities in California and the Philadelphia,
PA area, and the Rocky Mountain Business Unit, which includes
activities in five Rocky Mountain states and Alberta, Canada.
Investor Notice Plains All American Pipeline, L.P. has filed with
the Securities and Exchange Commission a registration statement on
Form S-4 (as the same may be supplemented or amended, Registration
No. 333-135712) containing a preliminary joint proxy
statement/prospectus of Plains All American Pipeline, L.P. and
Pacific Energy Partners, L.P. and other documents in relation to
this transaction. Investors and security holders are urged to read
carefully these documents when they become available because they
will contain important information regarding Plains All American
Pipeline, L.P., Pacific Energy Partners, L.P. and the merger. A
definitive joint proxy statement/prospectus will (when finalized)
be sent to security holders of Plains All American Pipeline, L.P.
and Pacific Energy Partners, L.P. seeking their approval of the
transactions contemplated by the merger agreement. Investors and
security holders may obtain a free copy of the definitive joint
proxy statement/prospectus (when it is available) and other
documents containing information about Plains All American
Pipeline, L.P. and Pacific Energy Partners, L.P., without charge,
at the SEC's website at http://www.sec.gov/ . Copies of the
definitive joint proxy statement/prospectus and the SEC filings
that will be incorporated by reference in the definitive joint
proxy statement/prospectus may also be obtained free of charge by
directing a request to the respective partnerships as follows:
Information regarding Plains All American Pipeline can be obtained
by contacting its investor relations department at 713-646-4100 or
by accessing its website at http://www.paalp.com/ , and information
regarding Pacific Energy Partners can be obtained by contacting its
investor relations department at 562-728-2871 or by accessing its
website at http://www.pacificenergy.com/ . Plains All American
Pipeline, L.P. and Pacific Energy Partners, L.P. and the officers
and directors of the respective general partners of Plains All
American Pipeline, L.P. and Pacific Energy Partners, L.P. may be
deemed to be participants in the solicitation of proxies from their
security holders. Information about these persons can be found in
Plains All American Pipeline, L.P.'s and Pacific Energy Partners,
L.P.'s respective Annual Reports on Form 10-K and Form 10-K/A filed
with the SEC, and additional information about such persons may be
obtained from the joint proxy statement/prospectus when it becomes
available. This document shall not constitute an offer to sell or
the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of the Securities Act of 1933,
as amended. Cautionary Statement Regarding Forward-Looking
Statements Certain statements made herein are forward-looking
statements under the Private Securities Litigation Reform Act of
1995. They include statements regarding the timing of the business
combination transaction involving Plains All American and Pacific
Energy. These statements are based on the current expectations and
estimates of the management of Plains All American and Pacific
Energy and their general partners; actual results may differ
materially due to certain risks and uncertainties. Although Plains
All American, Pacific Energy and their general partners believe
that such expectations reflected in such forward-looking statements
are reasonable, they cannot give assurances that such expectations
will prove to be correct. For instance, although Plains All
American and Pacific Energy have signed a merger agreement, there
is no assurance that they will complete the proposed merger. The
merger agreement will terminate if Plains All American and Pacific
Energy do not receive the necessary approval of their unitholders,
and also may be terminated if the parties fail to satisfy
conditions to closing. Other risks and uncertainties that may
affect actual results are discussed in Plains All American's and
Pacific Energy's filings with the Securities and Exchange
Commission, including their Annual Reports on Form 10-K and Form
10-K/A for the year ended December 31, 2005 and Registration
Statement on Form S-4 (No. 333-135712). DATASOURCE: Plains All
American Pipeline, L.P. CONTACT: Phillip D. Kramer, Executive Vice
President and CFO, +1-713-646-4560, or +1-800-564-3036, or Brad A.
Thielemann, Manager, Special Projects, +1-713-646-4222, or
+1-800-564-3036, both of Plains All American Pipeline, L.P.; or
Gerry Tywoniuk, Senior Vice President and CFO, +1-562-728-2890, or
Jennifer S. Shigei, Manager, Investor Relations, +1-562-728-2871,
both of Pacific Energy Partners, L.P. Web site:
http://www.paalp.com/ http://www.pacificenergy.com/
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