Western Midstream Partners, LPWES
Western Midstream Partners, LP Debt Disclosure
13. DEBT
WES Operating is the borrower for all outstanding debt and is expected to be the borrower for all future debt issuances. The following table presents the outstanding debt:
| December 31, 2025 | December 31, 2024 | |||||||||||||||||||||||||||||||||||||
| thousands | Principal | Carrying Value | Fair Value (1) | Principal | Carrying Value | Fair Value (1) | ||||||||||||||||||||||||||||||||
Short-term debt | ||||||||||||||||||||||||||||||||||||||
3.100% Senior Notes due 2025 | $ | — | $ | — | $ | — | $ | 663,831 | $ | 663,727 | $ | 662,457 | ||||||||||||||||||||||||||
3.950% Senior Notes due 2025 | — | — | — | 336,758 | 336,349 | 335,209 | ||||||||||||||||||||||||||||||||
4.650% Senior Notes due 2026 | 440,505 | 440,205 | 440,923 | — | — | — | ||||||||||||||||||||||||||||||||
| Finance lease liabilities | 8,620 | 8,620 | 8,620 | 10,956 | 10,956 | 10,956 | ||||||||||||||||||||||||||||||||
Total short-term debt | $ | 449,125 | $ | 448,825 | $ | 449,543 | $ | 1,011,545 | $ | 1,011,032 | $ | 1,008,622 | ||||||||||||||||||||||||||
Long-term debt | ||||||||||||||||||||||||||||||||||||||
4.650% Senior Notes due 2026 | $ | — | $ | — | $ | — | $ | 440,505 | $ | 439,637 | $ | 438,699 | ||||||||||||||||||||||||||
4.500% Senior Notes due 2028 | 342,935 | 341,667 | 344,561 | 342,935 | 341,123 | 336,207 | ||||||||||||||||||||||||||||||||
4.750% Senior Notes due 2028 | 336,260 | 335,143 | 340,517 | 336,260 | 334,753 | 330,483 | ||||||||||||||||||||||||||||||||
6.350% Senior Notes due 2029 | 600,000 | 595,551 | 632,118 | 600,000 | 594,270 | 621,936 | ||||||||||||||||||||||||||||||||
7.250% Senior Notes due 2030 | 500,000 | 528,142 | 533,615 | — | — | — | ||||||||||||||||||||||||||||||||
4.050% Senior Notes due 2030 | 1,057,134 | 1,052,468 | 1,036,182 | 1,057,134 | 1,051,440 | 992,321 | ||||||||||||||||||||||||||||||||
4.800% Senior Notes due 2031 | 600,000 | 594,558 | 599,994 | — | — | — | ||||||||||||||||||||||||||||||||
6.150% Senior Notes due 2033 | 750,000 | 742,637 | 796,073 | 750,000 | 741,857 | 764,760 | ||||||||||||||||||||||||||||||||
5.450% Senior Notes due 2034 | 800,000 | 791,251 | 806,936 | 800,000 | 790,511 | 772,536 | ||||||||||||||||||||||||||||||||
5.500% Senior Notes due 2035 | 600,000 | 590,713 | 598,260 | — | — | — | ||||||||||||||||||||||||||||||||
5.450% Senior Notes due 2044 | 600,000 | 594,363 | 548,040 | 600,000 | 594,192 | 534,096 | ||||||||||||||||||||||||||||||||
5.300% Senior Notes due 2048 | 700,000 | 688,259 | 605,563 | 700,000 | 687,990 | 595,826 | ||||||||||||||||||||||||||||||||
5.500% Senior Notes due 2048 | 350,000 | 343,196 | 309,831 | 350,000 | 343,051 | 304,003 | ||||||||||||||||||||||||||||||||
5.250% Senior Notes due 2050 | 1,000,000 | 984,797 | 858,550 | 1,000,000 | 984,494 | 857,260 | ||||||||||||||||||||||||||||||||
| Finance lease liabilities | 12,425 | 12,425 | 12,425 | 23,329 | 23,329 | 23,329 | ||||||||||||||||||||||||||||||||
Total long-term debt | $ | 8,248,754 | $ | 8,195,170 | $ | 8,022,665 | $ | 7,000,163 | $ | 6,926,647 | $ | 6,571,456 | ||||||||||||||||||||||||||
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(1)Fair value is measured using the market approach and Level-2 fair value inputs.
13. DEBT
Debt activity. The following table summarizes the debt activity for the periods presented:
| thousands | Carrying Value | |||||||
| Balance at December 31, 2023 | $ | 7,901,304 | ||||||
Commercial paper borrowings (repayments), net (1) | (610,312) | |||||||
Issuance of 5.450% Senior Notes due 2034 | 800,000 | |||||||
Repayment of 3.100% Senior Notes due 2025 | (2,650) | |||||||
Repayment of 3.950% Senior Notes due 2025 | (12,405) | |||||||
Repayment of 4.650% Senior Notes due 2026 | (26,699) | |||||||
Repayment of 4.500% Senior Notes due 2028 | (14,159) | |||||||
Repayment of 4.750% Senior Notes due 2028 | (46,628) | |||||||
Repayment of 4.050% Senior Notes due 2030 | (47,459) | |||||||
| Finance lease liabilities | (1,819) | |||||||
| Other | (1,494) | |||||||
| Balance at December 31, 2024 | $ | 7,937,679 | ||||||
Acquisition of 7.250% Senior Notes due 2030 | 500,000 | |||||||
Issuance of 4.800% Senior Notes due 2031 | 600,000 | |||||||
Issuance of 5.500% Senior Notes due 2035 | 600,000 | |||||||
Repayment of 3.100% Senior Notes due 2025 | (663,831) | |||||||
Repayment of 3.950% Senior Notes due 2025 | (336,758) | |||||||
| Finance lease liabilities | (13,241) | |||||||
Other (2) | 20,146 | |||||||
| Balance at December 31, 2025 | $ | 8,643,995 | ||||||
(1)Net of borrowings and repayments related to commercial paper notes with original maturities of 90 days or less.
(2)Includes $29.4 million of premiums related to the 7.250% Senior Notes due 2030.
WES Operating Senior Notes. In January 2020, WES Operating issued the 4.050% Senior Notes due 2030 and 5.250% Senior Notes due 2050. Including the effects of the issuance prices, underwriting discounts, and interest-rate adjustments, the effective interest rates of the Senior Notes due 2030 and 2050 were 4.169% and 5.363%, respectively, at December 31, 2025 and 2024. The effective interest rate of these notes is subject to adjustment from time to time due to a change in credit rating.
During the fourth quarter of 2025, as part of the acquisition of Aris, WES Operating assumed $500.0 million in aggregate principal amount of 7.250% Senior Notes due 2030. See Note 3. Also during the fourth quarter of 2025, WES Operating completed the public offerings of $1.2 billion in aggregate principal amount of Senior Notes. Net proceeds from these public offerings (i) will be used to repay the 4.650% Senior Notes due 2026, (ii) were used to pay amounts outstanding under its commercial paper program (including borrowings incurred to fund the cash consideration of the acquisition of Aris), and (iii) will be used for general partnership purposes, including the funding of capital expenditures.
During the second quarter of 2025, WES Operating retired the total principal amount outstanding of the 3.950% Senior Notes due 2025 at par value. During the first quarter of 2025, WES Operating retired the total principal amount outstanding of the 3.100% Senior Notes due 2025 at par value. See Debt activity above. As of December 31, 2025, the 4.650% Senior Notes due 2026 were classified as short-term debt on the consolidated balance sheet.
13. DEBT
During the third quarter of 2024, WES Operating completed the public offering of $800.0 million in aggregate principal amount of 5.450% Senior Notes due 2034. Net proceeds from the offering were used to repay a portion of the 3.100% and 3.950% Senior Notes due 2025, and for general partnership purposes, including the funding of capital expenditures. In addition, during 2024, WES Operating purchased and retired $150.0 million of certain of its senior notes via open-market repurchases with cash from operations.
As of December 31, 2025, WES Operating was in compliance with all covenants under the relevant governing indentures.
Revolving credit facility. In April 2025, WES Operating exercised an option to extend the maturity date of the RCF from April 2029 to April 2030, for each extending lender. The non-extending lenders’ commitments mature in April 2028 and represent $120.0 million out of $2.0 billion of total commitments, which are expandable to a maximum of $2.5 billion, from all lenders.
The RCF bears interest at an Adjusted Term SOFR (as defined in the RCF amendment), plus applicable margins ranging from 1.00% to 1.70%, or an alternate base rate equal to the greatest of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus 0.50%, or (c) Adjusted Term SOFR for a one-month tenor in effect on such day plus 1.00%, in each case plus applicable margins currently ranging from zero to 0.70%, based on WES Operating’s senior unsecured debt rating. A required quarterly facility fee is paid ranging from 0.125% to 0.300% of the commitment amount (whether drawn or undrawn), which also is based on the senior unsecured debt rating.
The RCF contains certain covenants that limit, among other things, WES Operating’s ability, and that of certain of its subsidiaries, to incur additional indebtedness, grant certain liens, merge, consolidate, or allow any material change in the character of its business, enter into certain related-party transactions, and use proceeds other than for partnership purposes. The RCF also contains various customary covenants, certain events of default, and a maximum consolidated leverage ratio as of the end of each fiscal quarter (which is defined as the ratio of consolidated indebtedness as of the last day of a fiscal quarter to Consolidated EBITDA, as defined in the RCF agreement, for the most-recent four-consecutive fiscal quarters ending on such day) of 5.0 to 1.0, or a consolidated leverage ratio of 5.5 to 1.0 with respect to quarters ending in the 270-day period immediately following certain acquisitions. As a result of certain covenants contained in the RCF, our capacity to borrow under the RCF may be limited.
As of December 31, 2025, there were no outstanding borrowings, resulting in $2.0 billion in effective borrowing capacity under the RCF. Any outstanding commercial paper borrowings (see below) reduce the effective borrowing capacity under the RCF as WES Operating maintains availability under the RCF as support for its commercial paper program. As of December 31, 2025 and 2024, the interest rate on any outstanding RCF borrowings was 4.99% and 5.63%, respectively. The facility-fee rate was 0.20% at December 31, 2025 and 2024. As of December 31, 2025, WES Operating was in compliance with all covenants under the RCF.
Commercial paper program. In November 2023, WES Operating entered into an unsecured commercial paper program under which it may issue (and have outstanding at any one time) an aggregate principal amount up to $2.0 billion. WES Operating intends to maintain a minimum aggregate available borrowing capacity under the RCF equal to the aggregate amount of outstanding commercial paper borrowings. The maturities of the notes may vary but may not exceed 397 days. As of December 31, 2025, there were no outstanding borrowings under the commercial paper program.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 18, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2023 | Feb 21, 2024 | |
| 2022 | Feb 22, 2023 | |
| 2021 | Feb 23, 2022 | |
| 2020 | Feb 26, 2021 | |
| 2019 | Feb 27, 2020 | |
| 2018 | Feb 20, 2019 | |
| 2017 | Feb 16, 2018 | |
| 2016 | Feb 23, 2017 | |
| 2015 | Feb 25, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.