ANADARKO PETROLEUM CORP | 2013 | FY | 3


9. Noncontrolling Interests

In December 2012, Western Gas Equity Partners, LP (WGP), a publicly traded consolidated subsidiary formed to own substantially all of Anadarko’s partnership interests in WES, completed its initial public offering (IPO) of approximately 20 million common units representing limited partner interests in WGP at a price of $22.00 per common unit, for net proceeds of $411 million. At December 31, 2013, Anadarko’s ownership interest in WGP consisted of a 91.0% limited partner interest and the entire non-economic general partner interest. The remaining limited partner interest in WGP consisted of a 9.0% public ownership interest.
WES, a publicly traded consolidated subsidiary, is a limited partnership formed by Anadarko to own, operate, acquire, and develop midstream assets. WES issued approximately 12 million common units to the public raising net proceeds of $725 million in 2013, approximately 5 million common units to the public raising net proceeds of $212 million in 2012, and approximately 10 million common units to the public raising net proceeds of $328 million in 2011. At December 31, 2013, WGP’s ownership interest in WES consisted of a 41.2% limited partner interest, the entire 2.0% general partner interest, and all WES incentive distribution rights. At December 31, 2013, Anadarko also owned a 0.4% limited partner interest in WES through another subsidiary. The remaining limited partner interest in WES consisted of a 56.4% public ownership interest.

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