WESTERN MIDSTREAM ANNOUNCES PRICING OF NOTES OFFERING

Rhea-AI Summary

Western Midstream (NYSE: WES) priced a $1.2 billion senior notes offering on Dec 1, 2025: $600M 4.800% notes due 2031 at 99.993% and $600M 5.500% notes due 2035 at 99.405%. The offering is expected to close on Dec 4, 2025, subject to customary closing conditions.

Net proceeds are expected to refinance WES Operating's maturing 4.650% notes due 2026, repay commercial paper (including borrowings used to fund the Aris Water Solutions acquisition), and for general partnership purposes and capital expenditures. Joint book-runners include Wells Fargo, Deutsche Bank, Mizuho and SMBC Nikko.

Positive

• Offered $1.2B in senior notes across two maturities
• Proceeds designated to refinance 4.650% notes due 2026
• Proceeds to repay commercial paper tied to Aris acquisition funding

Negative

• New fixed interest obligations at 4.800% (2031) and 5.500% (2035)
• Notes priced slightly below par at 99.993% and 99.405%

Insights

Credit Capital Markets Analyst

Debt raise of $1.2 billion splits into 2031 and 2035 notes to refinance near-term maturities and repay commercial paper.

Western Midstream priced two tranches: $600 million of 4.800% notes due 2031 at 99.993% and $600 million of 5.500% notes due 2035 at 99.405%, expected to close on December 4, 2025. The stated use of proceeds is to refinance the maturing 4.650% notes due 2026, repay commercial paper (including borrowings tied to the Aris Water acquisition), and for general partnership purposes. Pricing and sizes are explicit and indicate immediate liquidity for short-term obligations.

The business effect is primarily on the capital structure: the transaction extends gross debt maturities beyond 2026 while increasing locked-in coupon costs versus the maturing 4.650% paper. This reduces near-term refinancing pressure but raises ongoing interest expense versus the 2026 notes, a trade-off between liquidity and coupon cost. Key dependencies include the closing condition on December 4, 2025 and successful replacement of commercial paper on the stated terms.

Concrete items to watch in the coming months: confirmation of closing on December 4, 2025, the actual net proceeds after fees, and the scheduled extinguishment of the 2026 notes and commercial paper obligations; monitor interest expense disclosed in the next reported period for the realized cost impact.

HOUSTON, Dec. 1, 2025 /PRNewswire/ -- Western Midstream Partners, LP (NYSE: WES) ("WES" or "Western Midstream") announced today that its subsidiary, Western Midstream Operating, LP ("WES Operating"), has priced an offering of $600 million in aggregate principal amount of 4.800% senior notes due 2031 at a price to the public of 99.993% of their face value (the "2031 Senior Notes") and $600 million in aggregate principal amount of 5.500% senior notes due 2035 at a price to the public of 99.405% of their face value (the "2035 Senior Notes" and, together with the 2031 Senior Notes, the "Senior Notes"). The offering of the Senior Notes is expected to close on December 4, 2025, subject to the satisfaction of customary closing conditions. Net proceeds from the offering are expected to be used to refinance WES Operating's maturing 4.650% Senior Notes due 2026, repay amounts outstanding under WES Operating's commercial paper program (including borrowings incurred by WES to fund the cash consideration of the acquisition of Aris Water Solutions, Inc.), and for general partnership purposes, including the funding of capital expenditures.

Wells Fargo Securities, LLC, Deutsche Bank Securities Inc., Mizuho Securities USA LLC and SMBC Nikko Securities America, Inc. are acting as joint book-running managers for the offering. The offering will be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended, copies of which may be obtained from Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, Minnesota 55402 or by phone at 1-800-645-3751; Deutsche Bank Securities Inc., 1 Columbus Circle, New York, New York 10019 or by phone at 1-800-503-4611, Mizuho Securities USA LLC, 1271 Avenue of the Americas, New York, New York 10020 or by phone at 1-866-271-7403, and SMBC Nikko Securities America, Inc., 277 Park Avenue, 5th Floor, New York, New York 10172 or by phone at 1-888-868-6856. An electronic copy of the prospectus and the related prospectus supplement is available from the U.S. Securities and Exchange Commission's website at www.sec.gov.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The offer is being made only through the prospectus as supplemented, which is part of a shelf registration statement that became effective on March 30, 2023.

ABOUT WESTERN MIDSTREAM

WES is a master limited partnership formed to develop, acquire, own, and operate midstream assets. With midstream assets located in Texas, New Mexico, Colorado, Utah, and Wyoming, WES is engaged in the business of gathering, compressing, treating, processing, and transporting natural gas; gathering, stabilizing, and transporting condensate, natural-gas liquids, and crude oil; and gathering, transporting, recycling, treating, and disposing of produced water for its customers. In its capacity as a natural-gas processor, WES also buys and sells residue, natural-gas liquids, and condensate on behalf of itself and its customers under certain gas processing contracts. A substantial majority of WES's cash flows are protected from direct exposure to commodity price volatility through fee-based contracts.

This news release contains forward-looking statements. WES, WES Operating, and their general partners believe that their expectations are based on reasonable assumptions. No assurance, however, can be given that such expectations will prove to have been correct. A number of factors could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this news release, including WES Operating's ability to close successfully on the Senior Notes offering and to use the net proceeds as described herein. See "Risk Factors" in WES's and WES Operating's Annual Reports on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025, and other public filings and press releases. Except as required by law, neither WES nor WES Operating undertakes the obligation to publicly update or revise any forward-looking statements.

WESTERN MIDSTREAM CONTACTS
Daniel Jenkins
Director, Investor Relations
Investors@westernmidstream.com
866.512.3523

Rhianna Disch
Manager, Investor Relations
Investors@westernmidstream.com
866.512.3523

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SOURCE Western Midstream Partners, LP

FAQ

What senior notes did Western Midstream (WES) price on Dec 1, 2025?

WES priced $600M 4.800% notes due 2031 and $600M 5.500% notes due 2035.

When is the WES senior notes offering expected to close?

The offering is expected to close on Dec 4, 2025, subject to customary conditions.

How will Western Midstream (WES) use the net proceeds from the notes offering?

Proceeds will refinance maturing 4.650% notes due 2026, repay commercial paper, and fund general partnership purposes including capex.

Who are the joint book-running managers for the WES notes offering?

Joint book-runners are Wells Fargo, Deutsche Bank, Mizuho and SMBC Nikko.

At what prices to the public were the WES 2031 and 2035 notes sold?

The 2031 notes priced at 99.993% of face value and the 2035 notes at 99.405%.

Will Western Midstream (WES) use proceeds related to the Aris Water Solutions acquisition?

Yes; proceeds will repay commercial paper borrowings that funded the cash consideration for the Aris acquisition.