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8-KAccepted Sep 14, 4:30 PM ET

Plains All American Pipeline LP Issues $1.5B of Junior Subordinated Notes

PAAPLAINS ALL AMERICAN PIPELINE LP

Accepted (ET)

4:30 PM

Sep 14, 2026

Filed

Sep 14, 2026

Documents

18

Size

1.7 MB

Summary

Plains All American Pipeline LP Issues $1.5B of Junior Subordinated Notes

Updated

What Happened

  • Plains All American Pipeline, L.P. (PAA) announced on September 14, 2026 that it completed a public offering of $700 million of 6.750% Series A Junior Subordinated Notes due 2056 and $800 million of 7.000% Series B Junior Subordinated Notes due 2056 (total $1.5 billion). The notes were issued under a Subordinated Indenture with U.S. Bank Trust Company, N.A. as trustee. Interest is payable each June 15 and December 15, beginning June 15, 2027.

Key Details

  • Offering size: $700,000,000 Series A (6.750%) + $800,000,000 Series B (7.000%) = $1.5 billion total.
  • Maturity: December 15, 2056. Interest payment dates: June 15 and December 15 (first payment June 15, 2027).
  • Rate resets: Series A interest rate adjustable on December 15, 2031; Series B adjustable on December 15, 2036; thereafter every five years. Rates on reset periods = Five-Year U.S. Treasury Rate + spread, but will not reset below the original series rate.
  • Redemption: PAA may redeem notes during the 90-day period before the applicable first reset date and on certain later interest dates; other redemptions as specified in the Indenture.
  • Priority and guarantees: Notes are unsecured obligations of PAA, junior and subordinated to PAA’s senior indebtedness, will rank equally with any future debt expressly made pari passu, and are not guaranteed by PAA’s subsidiaries.
  • Underwriting: An underwriting agreement dated September 9, 2026 was entered with representatives including J.P. Morgan, Citigroup, Mizuho, MUFG and Truist. The offering was made under PAA’s Form S-3 shelf registration.

Why It Matters

  • This transaction increases PAA’s long-term unsecured debt by $1.5 billion with very long maturities (2056) and fixed coupons until the first reset dates, affecting the company’s capital structure and interest obligations.
  • Because the notes are junior and unsecured and carry no subsidiary guarantees, they are lower priority than PAA’s senior debt in a creditor hierarchy—an important consideration for fixed-income investors assessing credit risk.
  • The scheduled interest-rate resets and issuer redemption features influence future yield and refinancing risk; investors should note the reset mechanics and the absence of a floor below the initial coupon for each series.

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