JOINT FILING AGREEMENT
Exhibit 12
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with respect to securities of Tallgrass Energy, LP, a Delaware limited partnership, and further agree to the filing, furnishing, and/or incorporation by reference of this Agreement as an exhibit thereto. Each of them is responsible for the timely filing of such filings and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement shall remain in full force and effect until revoked by any party hereto in a signed writing provided to each other party hereto, and then only with respect to such revoking party. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of March 25, 2019.
| PRAIRIE ECI ACQUIROR LP | ||
| By: BIP Holdings Manager L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| PRAIRIE NON-ECI ACQUIROR LP | ||
| By: BIP Holdings Manager L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| PRAIRIE VCOC ACQUIROR LP | ||
| By: BIP Holdings Manager L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| PRAIRIE SECONDARY ACQUIROR LP | ||
| By: BIP Holdings Manager L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| PRAIRIE SECONDARY ACQUIROR E LP | ||
| By: BIP Holdings Manager L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| BIP HOLDINGS MANAGER L.L.C. | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| BLACKSTONE INFRASTRUCTURE ASSOCIATES L.P. | ||
| By: BIA GP L.P., its general partner | ||
| By: BIA GP L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| BIA GP L.P. | ||
| By: BIA GP L.L.C., its general partner | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| BIA GP L.L.C. | ||
| By: | /s/ Xxxx Xxxxxxxx | |
| Name: | Xxxx Xxxxxxxx | |
| Title: | Senior Managing Director | |
| BLACKSTONE HOLDINGS III L.P. | ||
| By: Blackstone Holdings III GP L.P., its general partner | ||
| By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Chief Legal Officer | |
| BLACKSTONE HOLDINGS III GP L.P. | ||
| By: Blackstone Holdings III GP Management L.L.C., its general partner | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Chief Legal Officer | |
| BLACKSTONE HOLDINGS III GP MANAGEMENT L.L.C. | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Chief Legal Officer | |
| THE BLACKSTONE GROUP L.P. | ||
| By: Blackstone Group Management L.L.C., its general partner | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Chief Legal Officer | |
| BLACKSTONE GROUP MANAGEMENT L.L.C. | ||
| By: | /s/ Xxxx X. Xxxxxx | |
| Name: | Xxxx X. Xxxxxx | |
| Title: | Chief Legal Officer | |
| XXXXXXX X. XXXXXXXXXX | ||
| By: | /s/ Xxxxxxx X. Xxxxxxxxxx | |
| By: | Xxxxxxx X. Xxxxxxxxxx | |
SCHEDULE 1
Trading History
The below reflects the transactions in Class A Shares effected by the Reporting Persons since the filing of the Original Schedule 13D through March 24, 2019. All transactions occurred in the open market.
| Date | Class A Shares Purchased | Weighted Average Price per Class A Share |
Purchaser | |||||||
| 3/14/2019 | 44,545 | $ | 23.95 | Prairie Secondary Acquiror LP | ||||||
| 3/14/2019 | 64,955 | $ | 23.95 | Prairie Secondary Acquiror E LP | ||||||
| 3/15/2019 | 40,680 | $ | 24.14 | Prairie Secondary Acquiror LP | ||||||
| 3/15/2019 | 59,320 | $ | 24.14 | Prairie Secondary Acquiror E LP | ||||||
| 3/18/2019 | 30,510 | $ | 24.16 | Prairie Secondary Acquiror LP | ||||||
| 3/18/2019 | 44,490 | $ | 24.16 | Prairie Secondary Acquiror E LP | ||||||
| 3/19/2019 | 644 | $ | 24.49 | Prairie Secondary Acquiror LP | ||||||
| 3/19/2019 | 939 | $ | 24.49 | Prairie Secondary Acquiror E LP | ||||||
