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Published on 1/5/2011 in the Prospect News Investment Grade Daily.

New Issue: Plains All American sells $600 million 5% 10-year notes at 160 bps over Treasuries

By Andrea Heisinger

New York, Jan. 5 - Plains All American Pipeline LP and PAA Finance Corp. sold an upsized $600 million of 5% 10-year notes on Wednesday at a spread of Treasuries plus 160 basis points, a market source said.

The notes were sold at the tight end of guidance in the 165 bps area.

The notes (Baa3/BBB-/) priced at 99.521 to yield 5.061%.

The company originally planned to sell $400 million of the notes.

The issue is callable at the greater of par or a make-whole of 25 bps over Treasuries until 90 days prior to maturity, then can be redeemed at par.

Bookrunners were J.P. Morgan Securities LLC, SunTrust Robinson Humphrey Inc. and Wells Fargo Securities LLC.

BMO Capital Markets Corp., Daiwa Capital Markets America Inc., ING Financial Markets Inc., Mizuho Securities USA Inc., Morgan Stanley & Co. Inc., Scotia Capital USA Inc., SG Americas Securities LLC and U.S. Bancorp Investments Inc. were the co-managers.

Passive bookrunners were Bank of America Merrill Lynch and DnB NOR Markets Inc.

Proceeds are going to repay outstanding borrowings under a credit facility and for general partnership purposes.

The company handles the transportation and storage of petroleum products and is based in Houston.

Issuer:Plains All American Pipeline LP and PAA Finance Corp.
Issue:Senior notes
Amount:$600 million, increased from $400 million.
Maturity:Feb. 1, 2021
Bookrunners:J.P. Morgan Securities LLC, SunTrust Robinson Humphrey Inc., Wells Fargo Securities LLC (active), Bank of America Merrill Lynch, DnB NOR Markets Inc. (passive)
Co-managers:BMO Capital Markets Corp., Daiwa Capital Markets America Inc., ING Financial Markets Inc., Mizuho Securities USA Inc., Morgan Stanley & Co. Inc., Scotia Capital USA Inc., SG Americas Securities LLC, U.S. Bancorp Investments Inc.
Coupon:5%
Price:99.521
Yield:5.061%
Spread:Treasuries plus 160 bps
Call:Greater of par or make-whole of 25 bps over Treasuries until 90 days prior to maturity, then at par
Trade date:Jan. 5
Settlement date:Jan. 14
Ratings:Moody's: Baa3
Standard & Poor's: BBB-
Price talk:165 bps area

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