PLAINS GP HOLDINGS LP
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
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6. Debt
Note 6—Debt
Debt consisted of the following (in millions):
| September 30,2026 | December 31,2025 | |
|---|---|---|
| SHORT-TERM DEBT | ||
| PAA commercial paper notes, bearing a weighted-average interest rate of 3.9% (1) | $— | $554 |
| Other | 9 | 9 |
| Total short-term debt | 9 | 563 |
| LONG-TERM DEBT | ||
| PAA senior notes, net of unamortized net discounts and debt issuance costs of $58 and $65, respectively (2) | 8,375 | 9,118 |
| PAA junior subordinated notes, net of unamortized debt issuance costs of $21 | 1,479 | — |
| PAA commercial paper notes, bearing a weighted-average interest rate of 3.9% (3) | — | 416 |
| PAA term loan, net of debt issuance costs of $1, and bearing a weighted-average interest rate of 5.0% | — | 1,099 |
| Other | 57 | 63 |
| Total long-term debt | 9,911 | 10,696 |
| Total debt (4) | $9,920 | $11,259 |
(1)We classified these PAA commercial paper notes as short-term as of December 31, 2025, as these notes were primarily designated as working capital borrowings, were required to be repaid within one year and were primarily for hedged inventory and NYMEX and ICE margin deposits.
(2)As of December 31, 2025, PAA classified its $750 million,4.50% senior notes due December 2026 as long-term based on its ability and intent to refinance the notes on a long-term basis at that time. PAA redeemed these senior notes on June 25, 2026.
(3)As of December 31, 2025, PAA classified a portion of its commercial paper notes as long-term based on its ability and intent to refinance such amounts on a long-term basis at that time.
(4)The fair value estimates for PAA’s senior notes, junior subordinated notes, commercial paper program and term loan are based upon observable market data and are classified in Level 2 of the fair value hierarchy. PAA estimates that the carrying value of outstanding borrowings under the commercial paper program and term loan approximate fair value as interest rates reflect current market rates. The fixed-rate senior notes and junior subordinated notes are traded among institutions, and these trades are routinely published by a reporting service. The determination of fair value is based on reported trading activity near the end of the reporting period. The face value and estimated aggregate fair value of PAA’s fixed-rate senior notes and junior subordinated notes are (in billions):
| September 30,2026 | December 31,2025 | |
|---|---|---|
| Face value: | ||
| Senior notes | $8.4 | $9.2 |
| Junior subordinated notes | $1.5 | $— |
| Estimated aggregate fair value: | ||
| Senior notes | $7.8 | $9.0 |
| Junior subordinated notes | $1.5 | $— |
Credit Agreements
In June 2026, PAA entered into a new credit agreement that provides for a senior unsecured revolving credit facility with a committed borrowing capacity of $2.7 billion, of which $800 million is available for the issuance of letters of credit and $225 million is available for swing line loans. The new credit agreement replaced PAA’s previous credit agreements that provided for a $1.35 billion senior secured hedged inventory facility and a $1.35 billion senior unsecured revolving credit facility, which were scheduled to mature in August 2027 and August 2029, respectively. Subject to obtaining additional or increased lender commitments and other terms and conditions, the committed capacity may be increased to $4.0 billion. Borrowings accrue interest based, at our selection, on certain floating rate indices, in each case, plus an applicable margin. The new credit agreement has an initial maturity date of June 2031 and provides forone or moreone-year extensions, subject to applicable approval and other terms and conditions. The covenants and events of default under this new credit agreement remain substantially unchanged from the previous agreements.
In conjunction with the closing of the new credit agreement in June 2026, we repaid in full and terminated all outstanding obligations under the $1.35 billion senior secured hedged inventory facility and $1.35 billion senior unsecured revolving credit facility. See Note 11 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for additional information regarding these agreements.
Term Loan Agreement
On November 26, 2025, PAA entered into a term loan agreement that provided for a $1.1 billion senior unsecured term loan. The closing of the Canadian NGL Business divestiture triggered mandatory prepayment of all amounts outstanding under the term loan agreement. See Note 2 for additional information about the Canadian NGL Business divestiture. Effective May 14, 2026, PAA terminated the term loan agreement and repaid all amounts outstanding thereunder.
Senior Notes
On June 25, 2026, PAA redeemed its $750 million,4.50% senior notes that were due December 2026. PAA repaid these senior notes with proceeds from the sale of the Canadian NGL Business.
Junior Subordinated Notes
On September 14, 2026, PAA completed its offering of $700 million,6.75% Series A junior subordinated notes (the “Series A Junior Subordinated Notes”) and $800 million,7.00% Series B junior subordinated notes (the “Series B Junior Subordinated Notes”, and together with the Series A Notes, the “Junior Subordinated Notes”). The Junior Subordinated Notes were issued at a public offering price of 100% and are due on December 15, 2056. Interest on the Junior Subordinated Notes are payable semi-annually in arrears on June 15 and December 15 of each year, commencing on June 15, 2027, subject to PAA’s right to defer interest payments for up to 10 consecutive years. The Series A Junior Subordinated Notes bear interest at an initial rate of 6.75%, which will be reset on December 15, 2031 (the “Series A First Reset Date”) and each subsequent five-year anniversary of the Series A First Reset Date at a rate per annum equal to the then applicable Five-Year U.S. Treasury Rate plus a spread of 2.141%, provided that the interest rate will not reset below the initial interest rate of 6.75%. The Series B Junior Subordinated Notes bear interest at an initial rate of 7.00%, which will be reset on December 15, 2036 (the “Series B First Reset Date”, and together with the Series A First Reset Date, the “First Reset Date”) and each subsequent five-year anniversary of the Series B First Reset Date at a rate per annum equal to the then applicable Five-Year U.S. Treasury Rate plus a spread of 2.167%, provided that the interest rate will not reset below the initial interest rate of 7.00%. PAA may redeem all or any portion of the Junior Subordinated Notes at the redemption price in cash equal to 100% of the principal amount of each of the Junior Subordinated Notes to be redeemed, plus accrued and unpaid interest, at any time during the 90-day period prior to the applicable First Reset Date and on any applicable interest payment date thereafter. PAA may also redeem the Junior Subordinated Notes at other times as specified in the indenture governing the Junior Subordinated Notes. The Junior Subordinated Notes are not redeemable at the option of the holders. The Junior Subordinated Notes are unsecured obligations and rank junior and subordinate in right of payment to PAA’s existing and future senior indebtedness.
We used a portion of the net proceeds from this offering to repurchase all of PAA’s outstanding Series A and Series B preferred units. See Note 7 for additional information regarding the repurchase of PAA’s Series A and Series B preferred units.
Borrowings and Repayments
Total borrowings under the PAA credit facilities and commercial paper program for the nine months ended September 30, 2026 and 2025 were approximately $37.1 billion and $38.7 billion, respectively. Total repayments under the PAA credit facilities and the PAA commercial paper program were approximately $38.1 billion and $39.1 billion for the nine months ended September 30, 2026 and 2025, respectively. The variance in total gross borrowings and repayments is impacted by various business and financial factors including, but not limited to, the timing, average term and method of general partnership borrowing activities.
Letters of Credit
In connection with our merchant activities, we provide certain suppliers with irrevocable standby letters of credit to secure our obligation for the purchase and transportation of crude oil. Additionally, we issue letters of credit to support insurance programs, derivative transactions, including hedging-related margin obligations, and construction activities. At September 30, 2026 and December 31, 2025, we had outstanding letters of credit of $126 million and $95 million, respectively.
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