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Western Midstream Partners 8-K Report, Material Agreement (Jun 25, 2026)

Reports
Material Agreements·Financial Events·Other Events+1
Filing Date
Filed June 25, 2026
Period End
June 22, 2026
Security
WES
In the record · 2016–202610-K1210-Q368-K108

WES filed 12 annual reports (10-K), 36 quarterly reports (10-Q) and 108 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Mar ’17Mar ’17
  2. Deal closed8-K · Mar ’19Mar ’19
  3. Leadership change8-K · Dec ’20Dec ’20
  4. Material agreement8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 8-K filed June 25, 2026. Cited figures are marked; the original filing is the authoritative source.

On June 25, 2026, Western Midstream Operating, LP ("WES Operating"), a subsidiary of Western Midstream Partners, LP (NYSE: WES), completed a public offering of $700,000,000a aggregate principal amount of 5.700% Senior Notes due 2036.

The offering was priced at 99.705%b of face amount under an underwriting agreement dated June 22, 2026, with TD Securities (USA) LLC, Barclays Capital Inc., Citigroup Global Markets Inc., and MUFG Securities Americas Inc. as representatives of the underwriters. Interest accrues from June 25, 2026, is payable semi-annually on January 1 and July 1, and the first payment is due January 1, 2027. The notes mature July 1, 2036, unless redeemed earlier.

The notes are senior unsecured obligations of the partnership, rank equally with WES Operating's existing and future senior indebtedness, and are senior to any subordinated debt. The indenture includes covenants limiting liens on principal properties, sale-and-leaseback transactions, and mergers or sales of substantially all assets. Initially the notes are not guaranteed by subsidiaries, but any subsidiary that becomes a borrower or guarantor under WES Operating's revolving credit facility will guarantee the notes for as long as it has such obligations.

Standard events of default apply, and the trustee or holders of at least 25%c of a series may accelerate the notes. WES Operating will use the net proceeds to repay borrowings under its revolving credit facility and commercial paper program, including borrowings used to fund the cash consideration for the acquisition of Brazos Delaware II, LLC, and for general partnership purposes, including capital expenditures. The offering was made under a Form S-3 shelf registration statement that became effective June 22, 2026.

02—Key points

Key Highlights

  1. WES Operating issued $700 million of 5.700% Senior Notes due 2036, completing the offering on June 25, 2026.
  2. The notes were priced at 99.705% of face amount under a June 22, 2026 underwriting agreement.
  3. Interest is payable semi-annually on January 1 and July 1, with the first payment due January 1, 2027.
  4. The notes are senior unsecured obligations that rank equally with WES Operating's existing and future senior indebtedness.
  5. Initially the notes are not guaranteed by subsidiaries; subsidiaries that guarantee the revolving credit facility will also guarantee the notes.
  6. Proceeds will repay revolving credit facility and commercial paper borrowings, including those used to fund the cash consideration for the Brazos Delaware II, LLC acquisition, and fund general partnership purposes and capital expenditures.
  7. The indenture limits liens on principal properties, sale-and-leaseback transactions, and mergers or asset sales of substantially all properties.

03—Questions

Frequently Asked Questions

  1. What did Western Midstream Operating, LP sell in this offering?

    It sold $700,000,000 aggregate principal amount of 5.700% Senior Notes due 2036 in a public offering completed on June 25, 2026.

  2. When do the notes mature and how often is interest paid?

    The notes mature on July 1, 2036, unless redeemed earlier. Interest accrues from June 25, 2026 and is payable semi-annually on January 1 and July 1, with the first payment due January 1, 2027.

  3. How will the proceeds be used?

    WES Operating will use the net proceeds to repay borrowings under its revolving credit facility and commercial paper program, including borrowings used to fund the cash consideration for the Brazos Delaware II, LLC acquisition, and for general partnership purposes, including capital expenditures.

  4. What protections do noteholders have?

    The indenture limits the ability of WES Operating and certain subsidiaries to create liens on principal properties, engage in sale-and-leaseback transactions, and merge or sell substantially all assets. Standard events of default apply, and the trustee or holders of at least 25% of a series may accelerate the principal.

  5. Are the notes guaranteed by subsidiaries?

    Initially, no. The filing states that subsidiaries will guarantee the notes only if they become a borrower or guarantor under, or grant liens securing, WES Operating's revolving credit facility, and then only for as long as they have that obligation.

04—Continue

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