AGREEMENT AND PLAN OF MERGER by and among BP P.L.C., BP MIDSTREAM RTMS LLC, BP MIDSTREAM PARTNERS HOLDINGS LLC, BP MIDSTREAM PARTNERS GP LLC, and BP MIDSTREAM PARTNERS LP December 19, 2021Agreement and Plan of Merger • December 20th, 2021 • BP Midstream Partners LP • Pipe lines (no natural gas) • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of December 19, 2021 (this “Agreement”), is entered into by and among BP p.l.c., a public limited company incorporated under the laws of England and Wales (“Parent”), BP Midstream Partners Holdings LLC, a Delaware limited liability company and indirect wholly owned Subsidiary of Parent (“Holdings”), BP Midstream RTMS LLC, a Delaware limited liability company and a wholly owned Subsidiary of Holdings (“Merger Sub”), BP Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and BP Midstream Partners GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”). Certain capitalized terms used in this Agreement are defined in Article I.
SUPPORT AGREEMENTSupport Agreement • December 20th, 2021 • BP Midstream Partners LP • Pipe lines (no natural gas)
THIS SUPPORT AGREEMENT, dated as of December 19, 2021 (this “Agreement”), is entered into by and between BP Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and BP Midstream Partners Holdings LLC, a Delaware limited liability company (“Holdings” or the “Unitholder”).
