$WES·8-K

Western Midstream Partners, LP · Jun 25, 4:16 PM ET

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Western Midstream Partners, LP 8-K

Research Summary

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Western Midstream Partners Issues $700M 5.700% Senior Notes due 2036

What Happened
Western Midstream Operating, LP (a subsidiary of Western Midstream Partners, LP) announced on June 25, 2026 that it completed a public offering of $700,000,000 aggregate principal amount of 5.700% Senior Notes due July 1, 2036. The notes accrue interest from June 25, 2026, pay interest semi‑annually on January 1 and July 1 (first payment Jan 1, 2027), and were sold to the public at 99.705% of par under an underwriting agreement dated June 22, 2026. The notes are senior unsecured obligations governed by a Sixteenth Supplemental Indenture to the partnership’s Base Indenture.

Key Details

  • Size and rate: $700,000,000 principal, 5.700% fixed interest, due July 1, 2036.
  • Offering price: 99.705% of face amount; interest accrues from June 25, 2026; first interest payment Jan 1, 2027.
  • Use of proceeds: repay borrowings under the revolving credit facility and commercial paper (including amounts used to fund the Brazos Delaware II, LLC acquisition) and for general partnership purposes, including capital expenditures.
  • Security and covenants: notes are senior unsecured and rank pari passu with other senior debt; Indenture contains covenants limiting certain liens, sale‑leasebacks, mergers/consolidations and transfers of substantially all assets. Initially, subsidiaries do not guarantee the notes, but subsidiaries that become borrowers/guarantors under the revolver would be required to guarantee the notes.
  • Default/acceleration: customary events of default; holders of at least 25% of the series (or the Trustee) can accelerate; certain bankruptcy/insolvency events trigger automatic acceleration.
  • Underwriters: led by TD Securities (USA) LLC, Barclays, Citigroup and MUFG; offering made off WES Operating’s Form S‑3 shelf effective June 22, 2026.

Why It Matters
This transaction refinances and reduces short‑term borrowings (revolver and commercial paper), improving near‑term liquidity and extending debt maturity profile with a long‑dated fixed‑rate bond through 2036. For investors, the fixed 5.700% coupon gives predictable interest expense on this $700M tranche, but the notes are unsecured and will rank with other senior debt — meaning they are not backed by specific assets. The Indenture’s covenants and potential future subsidiary guarantees (if subsidiaries borrow under the revolver) are items to watch for impact on the partnership’s flexibility and consolidated credit structure.

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