UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 8, 2012
Plains All American Pipeline, L.P.
(Exact name of registrant as specified in its charter)
| DELAWARE | 1-14569 | 76-0582150 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
333 Clay Street, Suite 1600, Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 713-646-4100
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Events |
On November 8, 2012, Plains All American Pipeline, L.P. (the “Partnership”) filed a prospectus supplement (the “Prospectus Supplement”) to the prospectus dated October 23, 2012 relating to the issuance and sale from time to time of common units representing limited partner interests in the Partnership (the “Units”) through one or more of the Partnership’s sales agents pursuant to the terms of an equity distribution agreement dated September 13, 2012 (the “September EDA”) between the Partnership and such sales agents. The September EDA was previously filed as an exhibit to a Current Report on Form 8-K that the Partnership filed with the Securities and Exchange Commission on September 13, 2012. The Prospectus Supplement replaces a previous prospectus supplement filed on September 13, 2012 under the Partnership’s Registration Statement on Form S-3 (No. 333-162476).
Legal opinions relating to the Units are filed herewith as Exhibits 5.1 and 8.1.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | Exhibits |
| Exhibit 5.1 | Opinion of Vinson & Elkins L.L.P. regarding legality of the Units. | |
| Exhibit 8.1 | Opinion of Vinson & Elkins L.L.P. regarding tax matters. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PLAINS ALL AMERICAN PIPELINE, L.P. | ||||||||
| Date: November 8, 2012 | By: | PAA GP LLC, its general partner | ||||||
| By: | Plains AAP, L.P., its sole member | |||||||
| By: | Plains All American GP LLC, its general partner | |||||||
| By: | /s/ Richard McGee | |||||||
| Name: | Richard McGee | |||||||
| Title: | Vice President | |||||||
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 5.1 | Opinion of Vinson & Elkins L.L.P. regarding legality of the Units. | |
| 8.1 | Opinion of Vinson & Elkins L.L.P. regarding tax matters. | |