Plains All American Pipeline Enters Material Agreement

TL;DR

PAA just signed a big deal, creating a new financial obligation. Details to follow.

AI Summary

On June 27, 2024, Plains All American Pipeline, L.P. entered into a material definitive agreement, creating a direct financial obligation. The filing is a Form 8-K, indicating a significant event for the company. Specific details of the agreement and the financial obligation are not provided in this excerpt.

Why It Matters

This filing signals a significant new financial commitment or partnership for Plains All American Pipeline, which could impact its future operations and financial standing.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement and creating a direct financial obligation can introduce new risks and financial commitments that require careful evaluation.

Key Players & Entities

• Plains All American Pipeline, L.P. (company) — Registrant
• June 27, 2024 (date) — Date of earliest event reported
• 333 Clay Street, Suite 1600, Houston, Texas 77002 (address) — Principal executive offices

FAQ

Key Financial Figures

• $650 million — the public offering (the "Offering") of $650 million aggregate principal amount of the Issue
• $150.0 million — e) in the aggregate principal amount of $150.0 million or more; certain events of bankruptcy

Filing Documents

• tm2418387d1_8k.htm (8-K) — 37KB
• tm2418387d1_ex4-1.htm (EX-4.1) — 243KB
• tm2418387d1_ex5-1.htm (EX-5.1) — 17KB
• tm2418387d1_ex5-1img001.jpg (GRAPHIC) — 9KB
• tm2418387d1_ex5-1img002.jpg (GRAPHIC) — 3KB
• tm2418387d1_ex5-1img003.jpg (GRAPHIC) — 3KB
• 0001104659-24-075672.txt ( ) — 545KB
• paa-20240627.xsd (EX-101.SCH) — 3KB
• paa-20240627_lab.xml (EX-101.LAB) — 33KB
• paa-20240627_pre.xml (EX-101.PRE) — 22KB
• tm2418387d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 27, 2024, Plains All American Pipeline, L.P. ("PAA") and PAA Finance Corp. (together with PAA, the "Issuers") completed the public offering (the "Offering") of $650 million aggregate principal amount of the Issuers' 5.700% Senior Notes due 2034 (the "Notes"). The terms of the Notes are governed by the indenture (the "Base Indenture," and as amended and supplemented by the Supplemental Indenture (defined below), the "Indenture") dated as of September 25, 2002 by and among the Issuers and U.S. Bank Trust Company, National Association (as successor trustee), as trustee (the "Trustee"), as supplemented by the Thirty-Third Supplemental Indenture dated as of June 27, 2024 by and among the Issuers and the Trustee (the "Supplemental Indenture"). The Notes will mature on September 15, 2034. Interest is payable on the Notes on each March 15 and September 15, commencing on March 15, 2025. The Issuers may redeem some or all of the Notes at any time and from time to time prior to maturity at the redemption prices specified in the Indenture. The Notes are PAA's senior unsecured obligations, will rank equally in right of payment with all of PAA's existing and future senior debt, and will rank senior in right of payment to all of PAA's future subordinated debt. The Notes will be effectively subordinated to all of PAA's existing and future secured debt to the extent of the value of the collateral securing such indebtedness. In certain circumstances, the Indenture restricts PAA's ability and the ability of certain of its subsidiaries to: (i) enter into sale and leaseback transactions; (ii) incur liens; (iii) merge or consolidate with another company; and (iv) transfer and sell assets. These covenants are subject to a number of important exceptions and qualifications. The Indenture contains customary events of default with respect to the Notes, including: default in any payment of interest on any Note of that series

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Thirty-Third Supplemental Indenture, dated June 27, 2024, by and among Plains All American Pipeline, L.P., PAA Finance Corp. and U.S. Bank Trust Company, National Association, as trustee. 4.2 Form of 5.700% Senior Notes due 2034 (included as Exhibit A in Exhibit 4.1). 5.1 Opinion of Vinson & Elkins L.L.P. 23.1 Consent of Vinson & Elkins L.L.P. (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: June 27, 2024 PLAINS ALL AMERICAN PIPELINE, L.P. By: PAA GP LLC, its general partner By: Plains AAP, L.P., its sole member By: Plains All American GP LLC, its general partner By: /s/ Richard McGee Name: Richard McGee Title: Executive Vice President, General Counsel & Secretary 4

View Full Filing

View this 8-K filing on SEC EDGAR