PAA Announces Public Offering of Senior Notes

HOUSTON--()--Plains All American Pipeline, L.P. (NYSE:PAA) today announced that it has commenced, subject to market conditions, an underwritten public offering of two series of senior notes (the “Notes”).

The Partnership intends to use the net proceeds of the offering to fund a portion of the consideration for the acquisition of all outstanding shares of BP Canada Energy Company, a wholly owned subsidiary of BP Corporation North America Inc. (the “BP NGL Acquisition”). Pending the application of the net proceeds to fund the BP NGL Acquisition, the Partnership intends to use the net proceeds for general partnership purposes. If the BP NGL Acquisition is not consummated for any reason, the Partnership may use the net proceeds for general partnership purposes, including future acquisitions and capital program expenditures. Alternatively, if the BP NGL Acquisition is not closed on or prior to June 1, 2012 or the acquisition agreement relating thereto is terminated on an earlier date, the Partnership will have the right to redeem either or both series of Notes, and the Partnership may use all or part of the net proceeds, together with any additional funds the Partnership may provide, as necessary, to fund such redemption.

J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, UBS Securities LLC, Wells Fargo Securities, LLC, DNB Markets, Inc., and Mizuho Securities USA Inc. will act as joint book-running managers of the offering.

When available, copies of the prospectus supplement and accompanying prospectus relating to the offering may be obtained from the underwriters as follows:

J.P. Morgan Securities LLC

383 Madison Avenue

New York, New York 10179

Attention: High Grade Syndicate Desk

Phone: (212) 834-4533

 

Merrill Lynch, Pierce, Fenner & Smith Incorporated

100 West 33rd Street, 3rd Floor

New York, New York 10001

Attention: Prospectus Department

Phone: (800) 294-1322

E-mail: dg.prospectus_requests@baml.com

  UBS Securities LLC

299 Park Avenue

New York, New York 10171

Attention: Prospectus Specialist

Phone: (877) 827-6444, ext. 561 3884

 

Wells Fargo Securities, LLC

1525 West W.T. Harris Blvd., NC0675

Charlotte, North Carolina 28262

Attention: Capital Markets Client Support

Phone (toll-free): (800) 326-5897

E-mail: cmclientsupport@wellsfargo.com

DNB Markets, Inc.

200 Park Avenue, 31st Floor

New York, New York 10166

Attention: Debt Capital Markets

Phone: (212) 681-3800

Mizuho Securities USA Inc.

320 Park Avenue, 12th Floor

New York, NY 10022

Attention: Debt Capital Markets Desk

Phone (toll-free): (866) 271-7403

The Notes will be offered and sold pursuant to an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission. This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and related prospectus supplement.

Except for the historical information contained herein, the matters discussed in this news release are forward-looking statements that involve certain risks and uncertainties. These risks and uncertainties include, among other things, the stability of the capital markets and other factors and uncertainties inherent in the marketing, transportation, terminalling, gathering and storage of crude oil and other petroleum-related products discussed in the Partnership's filings with the Securities and Exchange Commission.

Plains All American Pipeline, L.P. is a publicly-traded master limited partnership engaged in the transportation, storage, terminalling and marketing of crude oil and refined products, as well as in the processing, transportation, fractionation, storage and marketing of natural gas liquids. Through its general partner interest and majority equity ownership position in PAA Natural Gas Storage, L.P. (NYSE: PNG), PAA owns and operates natural gas storage facilities. PAA is headquartered in Houston, Texas.

Contacts

Plains All American Pipeline, L.P.
Roy I. Lamoreaux, 713-646-4222 or 800-564-3036
Director, Investor Relations

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Contacts

Plains All American Pipeline, L.P.
Roy I. Lamoreaux, 713-646-4222 or 800-564-3036
Director, Investor Relations