SEC Comment Letter for PLAINS GP HOLDINGS LP (PAGP) (CIK 0001581990) (PAGP) — Mar 21, 2016
PLAINS GP HOLDINGS LP (PAGP) (CIK 0001581990)
Date: March 21, 2016 · CIK: 0001581990 · Accession: 0000000000-16-069056
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-210067
Letter
Mail Stop 4628 March 21 , 2016 Greg L. Armstrong Chief Executive Officer Plains GP Holdings, L.P. 333 Clay Street, Suite 1600 Houston, TX 77002
Re: Plains GP Holdings , L.P. Registration Statement on Form S-3 Filed March 10 , 2016 File No. 333-210067
Dear Mr. Armstrong :
This is to advise you that we have not reviewed and will not review your registration statement .
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
In the event you request acceleration of the effective date of the pending regist ration statement , please provide a written statement from the company acknowledging that:
should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
the action of the Commission or the staff, acting pursuant t o delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
the company may not assert staff comments and the declaration of effect iveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceler ation of the effective date of the registration statement as confirmation
Gerald L. Armstrong Plains GP Holdings, L.P. March 21 , 2016 Page 2
of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities .
Please contact Irene Barberena -Meissner, Staff Attorney, at (202) 551 -6548 with any questions.
Sincerely,
/s/ Loan Lauren P. Nguyen for
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Mail Stop 4628 March 21 , 2016 Greg L. Armstrong Chief Executive Officer Plains GP Holdings, L.P. 333 Clay Street, Suite 1600 Houston, TX 77002 Re: Plains GP Holdings , L.P. Registration Statement on Form S-3 Filed March 10 , 2016 File No. 333-210067 Dear Mr. Armstrong : This is to advise you that we have not reviewed and will not review your registration statement . We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Act of 193 3 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In the event you request acceleration of the effective date of the pending regist ration statement , please provide a written statement from the company acknowledging that: should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; the action of the Commission or the staff, acting pursuant t o delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and the company may not assert staff comments and the declaration of effect iveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Please refer to Rules 460 and 461 regarding requests for acceleration . We will consider a written request for acceler ation of the effective date of the registration statement as confirmation Gerald L. Armstrong Plains GP Holdings, L.P. March 21 , 2016 Page 2 of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the registered securities . Please contact Irene Barberena -Meissner, Staff Attorney, at (202) 551 -6548 with any questions. Sincerely, /s/ Loan Lauren P. Nguyen for H. Roger Schwall Assistant Director Office of Natural Resources cc: Alan Beck , Esq. Vinson & Elkins LLP