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8-KAccepted Sep 9, 5:48 PM ET

Plains All American Pipeline: $1.5B Junior Notes Offering; Preferred Unit Redemptions

PAAPLAINS ALL AMERICAN PIPELINE LP

Accepted (ET)

5:48 PM

Sep 9, 2026

Filed

Sep 10, 2026

Documents

11

Size

192.7 KB

Summary

Plains All American Pipeline: $1.5B Junior Notes Offering; Preferred Unit Redemptions

Updated

What Happened

  • Plains All American Pipeline LP (PAA) announced on September 9, 2026 that it priced an underwritten public offering of junior subordinated notes: $700 million of 6.75% Series A Notes due 2056 and $800 million of 7.00% Series B Notes due 2056 (total $1.5 billion). The offering is expected to close on or about September 14, 2026, subject to customary conditions.
  • PAA intends to use the net proceeds, together with cash on hand and commercial paper borrowings, to redeem all outstanding preferred units: 58,411,908 Series A preferred units and 800,000 Series B preferred units. Notices of redemption were issued on September 9, 2026.

Key Details

  • Offering amounts and coupons: $700M of 6.75% Series A Junior Subordinated Notes (due 2056) and $800M of 7.00% Series B Junior Subordinated Notes (due 2056).
  • Preferred unit redemptions: Series A to be redeemed at 110% of par ($26.25 par -> $28.875) on or about September 14, 2026; Series B to be redeemed at 100% of par ($1,000) on or about October 9, 2026. Redemption prices include accrued and unpaid distributions up to, but not including, the redemption date.
  • The offering is being made under PAA’s Form S-3 registration statement (File No. 333-281967) and a prospectus supplement to be filed; the offering and the redemptions are not conditioned on each other.
  • The 8-K contains forward-looking statements and refers investors to PAA’s periodic SEC filings (e.g., 2025 Form 10‑K and later 10‑Q filings) for risks and additional details.

Why It Matters

  • This transaction changes PAA’s capital mix by replacing preferred equity with long‑term subordinated debt. For investors, that may affect the company’s interest expense profile, payout priorities, and credit metrics—since subordinated notes and preferred units have different claims and costs.
  • The redemptions will eliminate the outstanding Series A and B preferred units (including their ongoing distributions) if completed as planned. Because the offering and redemptions are not mutually conditioned, timing or completion risk remains until closing.

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