EXPLANATORY NOTEMembership Interests Contribution Agreement • May 2nd, 2016 • MPLX Lp • Pipe lines (no natural gas)
On March 14, 2016, MPLX LP (the “Partnership”) entered into a Membership Interests Contribution Agreement (the “Contribution Agreement”) with MPLX GP LLC, the general partner of the Partnership (the “General Partner”), MPLX Logistics Holdings LLC (“MPLX Logistics”) and MPC Investment LLC (“MPC Investment”), each a wholly-owned subsidiary of Marathon Petroleum Corporation (“MPC”). Pursuant to the Contribution Agreement, the Partnership agreed to acquire from MPC Investment for equity consideration valued at approximately $600 million consisting of a fixed number of MPLX common units and general partner units (the “Equity Consideration”), all of the limited liability company interests of Hardin Street Maine LLC (“HSM”), through a series of intercompany contributions (the “Transaction”). The Transaction closed on March 31, 2016 and the fair value of the MPLX common units and general partner units issued was $669 million and $14 million, respectively.
