--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-25-107695" form_type: "8-K" ticker: "PAA" cik: "0001070423" company_name: "PLAINS ALL AMERICAN PIPELINE LP" filed_at: "2025-11-06T23:59:59+00:00" generated_at: "2026-05-16T23:20:31.100938+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Plains All American completes $2.9B acquisition of EPIC Crude Pipeline, now 100% owner and operator ## Summary - Acquired 55% from Diamondback/Kinetik for ~$1.57B (incl. $600M debt) and remaining 45% from Ares for ~$1.33B (incl. $500M debt). - Total purchase price ~$2.9B including ~$1.1B of EPIC Term Loan debt; potential earnouts up to ~$350M tied to expansion milestones. - EPIC assets: 800-mile pipeline, >600K bpd capacity, 7M bbl storage, >200K bpd export; PAA now operator and 100% owner. - EPIC Credit Agreement provides $1.2B term loan (due 2031) and $125M revolver (due 2029); PAA does not guarantee the debt. - Transaction closed Oct 31, 2025; press release issued Nov 5, 2025 announcing closing. ## SEC filing metadata - accession: 0001104659-25-107695 - form_type: 8-K - ticker: PAA - cik: 0001070423 - company_name: PLAINS ALL AMERICAN PIPELINE LP - filed_at: 2025-11-06T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.01, 2.03, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/0001104659-25-107695-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/tm2530339d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-107695 - JSON: https://secwatch.observer/filing/0001104659-25-107695.json - Plain text: https://secwatch.observer/filing/0001104659-25-107695.txt ## Source-grounded claims - claim_id: 441ec62286aaf168c44724b8950e8ea9201098d2 claim: PLAINS ALL AMERICAN PIPELINE LP incurred revolving credit of $125.0 million revolving credit facility with Goldman Sachs Bank USA, as administrative and collateral agent at Alternate Base Rate or Term SOFR, in each case, plus an applicable margin maturing 2029. evidence_excerpt: The EPIC Credit Agreement provides for a $1.2 billion term loan (the "EPIC Term Loan") and a $125.0 million revolving credit facility (the "EPIC Revolver"). evidence_url: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/0001104659-25-107695-index.htm - claim_id: a100636d59f69fa14e4929daacba47b6e513fb94 claim: PLAINS ALL AMERICAN PIPELINE LP incurred credit facility of $1.2 billion term loan with Goldman Sachs Bank USA, as administrative and collateral agent at Alternate Base Rate or Term SOFR, in each case, plus an applicable margin maturing October 15, 2031. evidence_excerpt: The EPIC Credit Agreement provides for a $1.2 billion term loan (the "EPIC Term Loan") and a $125.0 million revolving credit facility (the "EPIC Revolver"). evidence_url: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/0001104659-25-107695-index.htm - claim_id: 342d0434b309cfdb9e7857ad98bf1bc4ad97a4dd claim: PLAINS ALL AMERICAN PIPELINE LP completed an acquisition involving subsidiaries of Diamondback Energy, Inc. and Kinetik Holdings Inc. for approximately $1.57 billion, inclusive of approximately $600 million of debt under the EPIC Term Loan, plus potential earnout of approximately $193 million (closed 2025-10-31). evidence_excerpt: On October 31, 2025, pursuant to that certain definitive Purchase and Sale Agreement (the “PSA”) entered into on August 30, 2025 by and among a wholly-owned subsidiary (the “Buyer”) of Plains All American Pipeline, L.P. (“PAA” or the “Registrant”), and subsidiaries of Diamondback Energy, Inc. and Kinetik Holdings Inc. (collectively, the “Sellers”), Buyer completed the purchase from Sellers of an aggregate 55% non-operated equity interest in EPIC Crude Holdings, LP (“EPIC Crude Holdings”), the entity that owns and operates the EPIC Crude Oil Pipeline (the “EPIC Pipeline”), and an aggregate 55% of the membership interests in EPIC Crude Holdings GP, LLC (“EPIC GP”), the general partner of EPIC Crude Holdings, for a purchase price of approximately $1.57 billion, inclusive of approximately $600 million of debt under the EPIC Term Loan (as defined below) (the “EPIC 55% Transaction”). evidence_url: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/0001104659-25-107695-index.htm - claim_id: cbfa2a13af6defe10b5b23e3a6de3da4c27002e2 claim: PLAINS ALL AMERICAN PIPELINE LP completed an acquisition involving a subsidiary of Ares Management LLC for approximately $1.33 billion, inclusive of approximately $500 million of debt under the EPIC Term Loan, plus potential earnout of up to approximately $157 millio (closed 2025-11-01). evidence_excerpt: Effective November 1, 2025, in a separate transaction from the EPIC 55% Transaction, Buyer also completed the purchase of the remaining 45% equity interest in EPIC Crude Holdings and the remaining 45% of the membership interests in EPIC GP from a subsidiary of Ares Management LLC (the “Ares Seller”) pursuant to that certain definitive Equity Purchase Agreement (the “EPA”) among Buyer and the Ares Seller, for a purchase price of approximately $1.33 billion, inclusive of approximately $500 million of debt under the EPIC Term Loan (as defined below) (the “EPIC 45% Transaction,” and, together with the EPIC 55% Transaction, the “Transactions”). evidence_url: https://www.sec.gov/Archives/edgar/data/1070423/000110465925107695/0001104659-25-107695-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.