How much debt did Plains All American Pipeline issue and in what tranches?

The Issuers sold $1.25 billion in aggregate principal amount of senior notes, consisting of $700,000,000 of 4.700% Senior Notes due 2031 and $550,000,000 of 5.600% Senior Notes due 2036.

When do the notes mature and when is interest paid?

The 2031 Notes mature on January 15, 2031, and the 2036 Notes mature on January 15, 2036. Interest is payable on January 15 and July 15 of each year, beginning January 15, 2026.

What restrictions does the indenture place on PAA?

In certain circumstances, the indenture restricts PAA and certain subsidiaries from entering into sale and leaseback transactions, incurring liens, merging or consolidating with another company, and transferring or selling assets. These covenants are subject to important exceptions and qualifications.

What events could allow noteholders to accelerate repayment?

Events of default include interest non-payment continuing for 60 days, principal or premium non-payment, failure to comply with indenture obligations (subject to notice and grace periods), cross-payment defaults or accelerations on other debt of $150.0 million or more, and certain bankruptcy or insolvency events. The Trustee or holders of at least 25% of outstanding notes may declare the amounts due.

PAA/PAAPU 8-K: Material Agreements & Financial Events

01—Abstract

Summary

Summary of the 8-K filed September 8, 2025. Cited figures are marked; the original filing is the authoritative source.

On September 8, 2025, Plains All American Pipeline, L.P.

("PAA") and PAA Finance Corp. (together, the "Issuers") completed a public offering of $1.25 billion^a aggregate principal amount of senior notes. The offering consisted of $700,000,000 of 4.700% Senior Notes due January 15, 2031 and $550,000,000 of 5.600% Senior Notes due January 15, 2036. Interest is payable each January 15 and July 15, beginning January 15, 2026, and the Issuers may redeem some or all of the notes before maturity at the redemption prices specified in the indenture.

The notes are PAA's senior unsecured obligations. They rank equally with all of PAA's existing and future senior debt, rank senior to future subordinated debt, and are effectively subordinated to secured debt to the extent of the value of the collateral securing that debt. The indenture restricts PAA and certain subsidiaries from entering into sale and leaseback transactions, incurring liens, merging or consolidating, and transferring or selling assets, subject to a number of exceptions.

Customary events of default include interest payment defaults continuing for 60 days, principal or premium payment defaults, and cross-defaults on other indebtedness of $150.0 million^b or more. The offering was made under an underwriting agreement dated September 3, 2025 with BofA Securities, Inc., Barclays Capital Inc., PNC Capital Markets LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC, as representatives of the underwriters, and was registered on a Form S-3 shelf registration statement (No. 333-281967). The filing identifies the prospectus supplement dated September 3, 2025 as the source of other material terms of the notes.

02—Key points

Key Highlights

PAA and PAA Finance Corp. completed a $1.25 billion senior notes offering on September 8, 2025.
$700 million of 4.700% Senior Notes due January 15, 2031 were issued.
$550 million of 5.600% Senior Notes due January 15, 2036 were issued.
The notes are senior unsecured obligations of PAA, ranking equally with its existing and future senior debt and effectively subordinated to secured debt.
The indenture contains covenants limiting sale and leaseback transactions, liens, mergers and asset sales, subject to exceptions.
Cross-default event of default is triggered by payment defaults or accelerations on other indebtedness of $150.0 million or more.
The offering was made under an effective Form S-3 shelf registration statement (No. 333-281967) and underwriting agreement dated September 3, 2025.

03—Questions

Frequently Asked Questions

How much debt did Plains All American Pipeline issue and in what tranches?
The Issuers sold $1.25 billion in aggregate principal amount of senior notes, consisting of $700,000,000 of 4.700% Senior Notes due 2031 and $550,000,000 of 5.600% Senior Notes due 2036.
When do the notes mature and when is interest paid?
The 2031 Notes mature on January 15, 2031, and the 2036 Notes mature on January 15, 2036. Interest is payable on January 15 and July 15 of each year, beginning January 15, 2026.
What is the ranking of the notes relative to other PAA debt?
The notes are PAA's senior unsecured obligations, rank equally in right of payment with all existing and future senior debt, rank senior to future subordinated debt, and are effectively subordinated to secured debt to the extent of the collateral value.
What restrictions does the indenture place on PAA?
In certain circumstances, the indenture restricts PAA and certain subsidiaries from entering into sale and leaseback transactions, incurring liens, merging or consolidating with another company, and transferring or selling assets. These covenants are subject to important exceptions and qualifications.
What events could allow noteholders to accelerate repayment?
Events of default include interest non-payment continuing for 60 days, principal or premium non-payment, failure to comply with indenture obligations (subject to notice and grace periods), cross-payment defaults or accelerations on other debt of $150.0 million or more, and certain bankruptcy or insolvency events. The Trustee or holders of at least 25% of outstanding notes may declare the amounts due.

04—Continue

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