Item 1.01 Entry into a Material Definitive Agreement.
Senior Unsecured Revolving Credit Facility
On
The committed borrowing capacity under the Revolving Credit Agreement is
Borrowings under the Revolving Credit Agreement accrue interest based, at the applicable Borrower's election, on either the Eurocurrency Rate, the Base Rate or the Canadian Prime Rate, in each case, plus an applicable margin. Fees on issued Letters of Credit and accepted Canadian BA's accrue at the applicable margin for Eurocurrency Rate Loans, and a facility fee accrues at an applicable margin. The applicable margin used in connection with interest rates and fees is based on the Partnership's credit rating at the applicable time.
The Revolving Credit Agreement contains representations and warranties and events of default that are customary for investment grade, senior unsecured commercial bank credit agreements. In addition, the Revolving Credit Agreement contains various covenants limiting the Partnership's or certain of its subsidiaries' ability to, among other things:
· grant liens on their principal property or equity interests in subsidiaries of
the Partnership;
· incur indebtedness, including capital leases;
· sell substantially all of our assets or enter into a merger or consolidation;
· engage in transactions with affiliates; and
· enter into certain burdensome agreements.
In addition, the Revolving Credit Agreement prohibits the declaration or making of distributions on, or purchases or redemptions of, the Partnership's equity interests if any Default or Event of Default has occurred and is continuing or, immediately after giving effect thereto, would result therefrom.
The financial covenant in the Revolving Credit Agreement, tested on a quarterly basis, limits Consolidated Funded Indebtedness to adjusted Consolidated EBITDA to no greater than 5.00 to 1.00, which increases to 5.50 to 1.00 during an Acquisition Period.
A default under the Revolving Credit Agreement would permit the Lenders to terminate their commitments and to accelerate the maturity of the outstanding debt.
The above description of the Revolving Credit Agreement is qualified in its entirety by the terms of the Revolving Credit Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Senior Secured Hedged Inventory Facility
On
The committed borrowing capacity under the Restated Hedged Inventory Facility is
Borrowings under the Restated Hedged Inventory Facility accrue interest based, at PMLP's election, on either the Eurocurrency Rate or the Base Rate, in each case, plus an applicable margin. Fees on issued Letters of Credit accrue at the applicable margin for Eurocurrency Rate Loans, and a commitment fee accrues at an applicable margin. The applicable margin used in connection with interest rates and fees is based on the Partnership's credit rating at the applicable time. . . .
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth above in Item 1.01 is incorporated by reference herein.
Item 7.01 Regulation FD Disclosure.
In accordance with General Instruction B.2 of Form 8-K, the information presented herein under Item 7.01 shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, each as amended.
On
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Description Number 10.1 Credit Agreement dated as ofAugust 20, 2021 , amongPlains All American Pipeline, L.P. andPlains Midstream Canada ULC , as Borrowers; certain subsidiaries ofPlains All American Pipeline, L.P. from time to time party thereto, as Designated Borrowers;Bank of America, N.A ., as Administrative Agent and SwingLine Lender ;Bank of America, N.A .,Citibank, N.A .,JPMorgan Chase Bank, N.A . andWells Fargo Bank, National Association , as L/C Issuers; and the other Lenders party thereto. 10.2 Fourth Amended and Restated Credit Agreement dated as ofAugust 20, 2021 , amongPlains Marketing, L.P. andPlains Midstream Canada ULC , as Borrowers;Plains All American Pipeline, L.P. , as guarantor;Bank of America, N.A ., as Administrative Agent and SwingLine Lender ;Bank of America, N.A .,Citibank, N.A .,JPMorgan Chase Bank, N.A . andWells Fargo Bank, National Association , as L/C Issuers; and the other Lenders party thereto. 99.1 Press Release DatedAugust 26,2021 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
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