01—Abstract
Summary
Summary of the 8-K filed November 5, 2025. Cited figures are marked; the original filing is the authoritative source.
Plains All American Pipeline, L.P.
(Nasdaq: PAA) furnished a press release reporting third-quarter 2025 results and announcing the closing of acquisitions totaling a 100% equity interest in EPIC Crude Oil Pipeline. For the quarter, PAA reported net income attributable to PAA of $441 milliona, net cash provided by operating activities of $817 million, and Adjusted EBITDA attributable to PAA of $669 million, with a leverage ratio of 3.3x, toward the low end of its 3.25x-3.75x target range. Results are presented on a consolidated basis including discontinued operations for the Canadian NGL Business, which is being sold to Keyera Corp. and is expected to close in the first quarter of 2026.
The company completed its acquisition of a 55% EPIC interest on October 31, 2025, and effective November 1, 2025, acquired the remaining 45% operated interest from a portfolio company of Ares Private Equity funds for approximately $1.33 billionb, inclusive of approximately $500 million of debt, plus a potential earnout of up to $157 million tied to certain pipeline expansions by 2028. Management expects leverage toward the midpoint of its target range (~3.5x) after the announced acquisitions and the NGL divestiture, and forecasts full-year 2025 Adjusted EBITDA attributable to Plains of $2.84 to $2.89 billion, including approximately $40 million from EPIC.
Crude oil Adjusted EBITDA rose 3% year over year to $593 millionc in the third quarter, while NGL Adjusted EBITDA declined 4% to $70 million. Management highlighted an approximately 9.5% distribution yield and distribution coverage, and noted that the company intends to rename the EPIC system Cactus III.
02—Key points
Key Highlights
- Third-quarter 2025 net income attributable to PAA of $441 million, versus $220 million in the prior-year quarter, and net cash provided by operating activities of $817 million.
- Adjusted EBITDA attributable to PAA of $669 million for the quarter, compared with $659 million in the third quarter of 2024.
- Leverage ratio of 3.3x at quarter end, toward the low end of the 3.25x-3.75x target range; management expects roughly 3.5x after announced acquisitions and the NGL divestiture.
- Completed the 55% EPIC interest acquisition on October 31, 2025, and the remaining 45% operated interest effective November 1, 2025, for approximately $1.33 billion including approximately $500 million of debt, plus a potential earnout of up to $157 million.
- Full-year 2025 Adjusted EBITDA attributable to Plains guidance of $2.84 to $2.89 billion, including approximately $40 million from EPIC.
- Pending sale of substantially all Canadian NGL Business to Keyera Corp., expected to close in the first quarter of 2026, with the business presented as discontinued operations.
- Raised $1.25 billion in senior unsecured notes in September 2025, with proceeds used to redeem notes maturing in October 2025 and to partially fund the acquisitions.
03—Questions
Frequently Asked Questions
How did Plains perform in the third quarter of 2025?
Plains reported net income attributable to PAA of $441 million, up from $220 million a year earlier, and Adjusted EBITDA attributable to PAA of $669 million, versus $659 million in the third quarter of 2024. Crude oil Adjusted EBITDA was $593 million, up from $577 million, and NGL Adjusted EBITDA was $70 million, down from $73 million.
What did Plains acquire with EPIC, and what did it pay?
Plains completed the purchase of a 55% equity interest in EPIC Crude Holdings, LP on October 31, 2025, from subsidiaries of Diamondback Energy and Kinetik Holdings. Effective November 1, 2025, it acquired the remaining 45% operated interest from a portfolio company of Ares Private Equity funds for approximately $1.33 billion, inclusive of approximately $500 million of debt, and agreed to a potential earnout of up to $157 million tied to certain expansions by 2028. Together, the transactions give PAA a 100% equity interest in EPIC.
What is the company's expected leverage after these transactions?
Plains exited the third quarter with a 3.3x leverage ratio and expects leverage toward the midpoint of its target range, about 3.5x, after the announced acquisitions and the NGL divestiture, which is expected by the end of the first quarter of 2026.
What is the 2025 earnings outlook?
Plains forecasts full-year 2025 Adjusted EBITDA attributable to Plains of $2.84 to $2.89 billion, which includes approximately $40 million of contribution from the EPIC acquisition.
Why is the Canadian NGL Business presented as discontinued operations?
Plains entered a definitive agreement on June 17, 2025, to sell substantially all of its Canadian NGL Business to Keyera Corp. The company determined the business meets the criteria for held-for-sale and discontinued operations reporting and applied this retrospectively to all periods presented. The sale is subject to customary closing conditions, including regulatory approvals, and Plains will retain substantially all U.S. NGL assets and all Canadian crude oil assets.
04—Continue