Plains All American Pipeline, L.P. Enters into an Unsecured Credit Agreement
August 26, 2021 at 04:39 pm EDT
Share
On August 20, 2021, Plains All American Pipeline, L.P., a wholly-owned subsidiary of Plains GP Holdings, L.P., entered into an unsecured Credit Agreement (the “Revolving Credit Agreement”), among the Partnership and Plains Midstream Canada ULC, a British Columbia unlimited liability company, as Borrowers; certain subsidiaries of the Partnership from time to time party thereto, as Designated Borrowers; Bank of America, N.A., as Administrative Agent and Swing Line Lender; Bank of America, N.A., Citibank, N.A., JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as L/C Issuers; and the other Lenders party thereto (terms used but not defined in this description of the Revolving Credit Agreement have the meanings assigned to them in the Revolving Credit Agreement). The Revolving Credit Agreement replaces the Partnership’s Credit Agreement dated as of August 19, 2011, among the Partnership, as U.S. borrower; certain subsidiaries of the Partnership from time to time party thereto, as designated borrowers; Bank of America, N.A., as administrative agent; and certain other financial institutions party thereto, as lenders, as amended. The committed borrowing capacity under the Revolving Credit Agreement is $1.35 billion, up to $400 million of which is available for the issuance of letters of credit and up to $150 million of which is available for swing line loans. The committed amount may be increased at the option of the Partnership to $2.1 billion, subject to, among other terms and conditions, obtaining additional or increased lender commitments. Further, the Revolving Credit Agreement permits each Canadian subsidiary of the Partnership that is then designated as a Designated Borrower to obtain advances in Canadian or U.S. dollars, including Canadian BA’s, and Letters of Credit, up to an aggregate outstanding principal amount of the U.S. dollar equivalent of $1 billion. Payment Obligations of each Designated Borrower are guaranteed by the Partnership. The Revolving Credit Agreement has a scheduled maturity date of August 20, 2026 and provides for one or more one-year extensions subject to applicable lender approval and other terms and conditions set in the Revolving Credit Agreement. 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 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.
Plains All American Pipeline, L.P. is a midstream service provider in North America. The Company owns a network of pipeline transportation, terminalling, storage and gathering assets in key crude oil and natural gas liquids (NGL) producing basins (including the Permian Basin) and transportation corridors and at major market hubs in the United States and Canada. It has two segments: Crude Oil and Natural Gas Liquids (NGL). Its Crude Oil segment operations generally consist of gathering and transporting crude oil using pipelines, gathering systems, trucks and at times on barges or railcars, in addition to providing terminalling, storage and other facilities-related services utilizing its integrated assets across the United States and Canada. Its NGL segment operations involve natural gas processing and NGL fractionation, storage, transportation and terminalling. NGL segment is involved in gathering, fractionation, storage, and/or terminalling services to third-party customers.