GlobeNewswire Inc | Feb 9, 2021 04:16PM EST

February 09, 2021

HOUSTON, Feb. 09, 2021 (GLOBE NEWSWIRE) -- Plains All American Pipeline, L.P. (Nasdaq: PAA) and Plains GP Holdings (Nasdaq: PAGP) today reported fourth-quarter and full-year 2020 results and provided an update on other matters, as highlighted below.

Summary Highlights

-- Reported fourth-quarter and full-year 2020 net cash flow from operations of $258 million and $1,514 million, respectively, and a net loss of $28 million and $2,590 million, respectively. Reported full-year net loss incorporates the impact of $3.4 billion of non-cash goodwill and asset impairment charges incurred in the year -- Delivered fourth-quarter and full-year 2020 Adjusted EBITDA of $559 million and $2,560 million, respectively (full-year results within 1% of original guidance furnished in February of 2020) -- Completed ~$450 million of assets sales in 2020 -- Reduced full-year 2020 field operating costs and general and administrative expenses by approximately $250 million, or 16%, versus 2019, with expectation for approximately 50% of these cost savings to endure in future years -- Achieved our annual 20%+ reduction goal in key Safety and Environmental metrics (represents more than a 50% reduction in each of these metrics since 2017 and reflects our best year since formally tracking these metrics) -- Estimate 2021 Free Cash Flow after distributions of +/- $300 million, or more than $1 billion when including anticipated proceeds from asset sales targeted in 2021 -- Increased 2021 asset sales target to +/- $750 million (+$150 million)

From almost any perspective, 2020 was an extremely challenging year for the world in general and our industry in particular, stated Willie Chiang, Chairman and CEO of Plains. Despite the challenges, we capitalized on the opportunity to advance several key initiatives, which accelerated our transition to maximizing free cash flow. The collective result of our actions enabled us to improve our 2020 cash positioning significantly, position the company to generate meaningful free cash flow in 2021 and beyond and activate an equity repurchase program as an additional method of returning cash to equity holders, which we are balancing with our priorities of reducing debt and maintaining an investment-grade balance sheet. We have conviction in the long-term need for crude oil as part of any energy transition and the value of our business and sustainability of our cash flow stream, and we are well positioned to generate a significant level of positive free cash flow after distributions on a multi-year basis going forward.

Plains All American Pipeline

Summary Financial Information (unaudited)(in millions, except per unit data)

Three Months Ended % Twelve Months Ended % December 31, December 31,GAAP Results 2020 2019 Change 2020 2019 ChangeNet income/(loss) $ (28 ) $ 306 (109 ) % $ (2,590 ) $ 2,171 (219 ) %attributableto PAA ^(1)Diluted netincome/ $ (0.11 ) $ 0.35 (131 ) % $ (3.83 ) $ 2.65 (245 ) %(loss) percommon unitDilutedweightedaverage 726 729 ? % 728 800 (9 ) %common unitsoutstanding^(2)Net cashprovided by $ 258 $ 726 (64 ) % $ 1,514 $ 2,504 (40 ) %operatingactivitiesDistributionper commonunit $ 0.18 $ 0.36 (50 ) % $ 0.72 $ 1.44 (50 ) %declared forthe period

________________

Reported results for the twelve months ended December 31, 2020 include aggregate non-cash goodwill and asset impairments and the write-down of(1) certain of our investments in unconsolidated entities totaling $3.4 billion representing a twelve-month net loss of $4.69 after tax per common unit.

For the twelve months ended December 31, 2019, includes all potentially dilutive securities (our Series A preferred units and equity-indexed(2) compensation awards) outstanding during the period. See the ?Computation of Basic and Diluted Net Income/(Loss) Per Common Unit? table attached hereto for additional information.

Three Months Ended % Twelve Months Ended % December 31, December 31,Non-GAAP 2020 2019 Change 2020 2019 ChangeResults ^(1)Adjusted netincome $ 261 $ 517 (50 ) % $ 1,331 $ 2,063 (35 ) %attributableto PAADilutedadjusted net $ 0.29 $ 0.63 (54 ) % $ 1.55 $ 2.51 (38 ) %income percommon unitAdjusted $ 559 $ 860 (35 ) % $ 2,560 $ 3,237 (21 ) %EBITDAImplied DCFper commonunit and $ 0.46 $ 0.71 (35 ) % $ 2.29 $ 2.91 (21 ) %commonequivalentunitFree cash $ 228 $ 326 ** $ 423 $ 861 ** flowFree cashflow after $ 35 $ 2 ** $ (430 ) $ (341 ) ** distributions

________________

** Indicates that variance as a percentage is not meaningful.

See the section of this release entitled ?Non-GAAP Financial Measures and Selected Items Impacting Comparability? and the tables attached hereto for information regarding certain selected items that PAA believes impact comparability of financial results between reporting periods, as well as(1) for information regarding non-GAAP financial measures (such as Adjusted EBITDA, Implied DCF, Free Cash Flow and Free Cash Flow After Distributions) and their reconciliation to the most directly comparable measures as reported in accordance with GAAP.

Segment Adjusted EBITDA for the fourth quarter and full year of 2020 and 2019 is presented below:

Summary of Selected Financial Data by Segment (unaudited)(in millions)

Segment Adjusted EBITDA Transportation Facilities Supply and LogisticsThree Months Ended December 31, $ 383 $ 172 $ 4 2020Three Months Ended December 31, $ 451 $ 176 $ 232 2019Percentage change in Segment (15 ) % (2 ) % (98 ) %Adjusted EBITDA versus 2019 periodPercentage change in SegmentAdjusted EBITDA versus 2019 period (14 ) % 7 % N/Afurther adjusted for impact ofdivested assets ^(1) Segment Adjusted EBITDA Transportation Facilities Supply and LogisticsTwelve Months Ended December 31, $ 1,616 $ 731 $ 210 2020Twelve Months Ended December 31, $ 1,722 $ 705 $ 803 2019Percentage change in Segment (6 ) % 4 % (74 ) %Adjusted EBITDA versus 2019 periodPercentage change in SegmentAdjusted EBITDA versus 2019 period (5 ) % 7 % N/Afurther adjusted for impact ofdivested assets ^(1)

________________

Estimated impact of divestitures completed during 2019 and 2020, assuming an effective date of January 1, 2019. Divested assets primarily included(1) certain NGL storage terminals and Los Angeles Basin crude oil storage terminals that were previously included in our Facilities segment and the sale of a portion of our interest in a joint venture pipeline that was previously reported in our Transportation segment.

Fourth-quarter 2020 Transportation Segment Adjusted EBITDA decreased 15% versus comparable 2019 results due to reductions in tariff volumes in multiple regions resulting from lower crude oil prices, reduced drilling and completion activity and compressed regional basis differentials, partially offset by the benefit of operational cost savings.

Fourth-quarter 2020 Facilities Segment Adjusted EBITDA decreased 2% versus comparable 2019 results primarily due to the impact of asset sales and decreased activity at certain of our rail terminals resulting from less favorable market conditions, partially offset by the favorable impact of operational cost savings and increased capacity at certain of our Mid-Continent and Gulf Coast crude oil storage terminals.

Fourth-quarter 2020 Supply and Logistics Segment Adjusted EBITDA decreased 98% versus comparable 2019 results due to less favorable crude oil differentials in both the Permian Basin and Canada as well as a less favorable Canadian NGL market due to warmer seasonal weather, partially offset by the benefit of contango-based margin opportunities.

2021 Full-Year Guidance

The table below presents our full-year 2021 financial and operating guidance:

Financial and Operating Guidance (unaudited) (in millions, except volumes, per unit and per barrel data)

Twelve Months Ended December 31, 2019 2020 2021 (G) + / -Segment Adjusted EBITDA Transportation $ 1,722 $ 1,616 $ 1,530 Facilities 705 731 570 Fee-Based $ 2,427 $ 2,347 $ 2,100 Supply and Logistics 803 210 50 Adjusted other income/(expense), net 7 3 ? Adjusted EBITDA ^(1) $ 3,237 $ 2,560 $ 2,150 Interest expense, net of certain non-cash items (407 ) (415 ) (410 )^(2)Maintenance capital (287 ) (216 ) (195 )Current income tax expense (112 ) (51 ) (30 )Other (55 ) 3 (25 )Implied DCF ^(1) $ 2,376 $ 1,881 $ 1,490 Preferred unit distributions paid ^(3) (198 ) (198 ) (200 )Implied DCF Available to Common Unitholders $ 2,178 $ 1,683 $ 1,290 Implied DCF per Common Unit and Common $ 2.91 $ 2.29 $ 1.82 Equivalent Unit ^(1) Distributions per Common Unit ^(4) $ 1.38 $ 0.90 $ 0.72 Common Unit Distribution Coverage Ratio 2.17 x 2.57 x 2.49 x Diluted Adjusted Net Income per Common Unit ^ $ 2.51 $ 1.55 $ 0.95 (1) Operating Data Transportation Average daily volumes (MBbls/d) 6,893 6,340 6,200 Segment Adjusted EBITDA per barrel $ 0.68 $ 0.70 $ 0.68 Facilities Average capacity (MMBbls/Mo) 125 124 112 Segment Adjusted EBITDA per barrel $ 0.47 $ 0.49 $ 0.42 Supply and Logistics Average daily volumes (MBbls/d) 1,369 1.318 1,380 Segment Adjusted EBITDA per barrel $ 1.61 $ 0.43 $ 0.10 Investment Capital $ 1,340 $ 921 $ 425 First-Quarter 2021 Adjusted EBITDA as a Percentage of Full Year 23 %

________________

(G) 2021 Guidance forecasts are intended to be + / - amounts.

See the section of this release entitled ?Non-GAAP Financial Measures and Selected Items Impacting Comparability? and the Non-GAAP Reconciliation tables attached hereto for information regarding non-GAAP financial measures and, for the historical 2019 and 2020 periods, their reconciliation to the most directly comparable measures as reported in accordance with GAAP. We do not provide a reconciliation of non-GAAP financial measures to the equivalent GAAP financial measures on a(1) forward-looking basis as it is impractical to forecast certain items that we have defined as ?Selected Items Impacting Comparability? without unreasonable effort, due to the uncertainty and inherent difficulty of predicting the occurrence and financial impact of and the periods in which such items may be recognized. Thus, a reconciliation of non-GAAP financial measures to the equivalent GAAP financial measures could result in disclosure that could be imprecise or potentially misleading.

Excludes certain non-cash items impacting interest expense such as(2) amortization of debt issuance costs and terminated interest rate swaps.

Cash distributions paid to our preferred unitholders during 2019 and 2020. 2021(G) reflects the current annualized distribution requirement of $2.10 per Series A preferred unit and the current annualized distribution(3) requirement of $61.25 per Series B preferred unit. Distributions on our Series B preferred units are payable in cash semi-annually in arrears on May 15 and November 15.

(4) Cash distributions per common unit paid during 2019 and 2020. 2021(G) reflects the current annualized distribution rate of $0.72 per common unit.

Plains GP Holdings

PAGP owns an indirect non-economic controlling interest in PAAs general partner and an indirect limited partner interest in PAA. As the control entity of PAA, PAGP consolidates PAAs results into its financial statements, which is reflected in the condensed consolidating balance sheet and income statement tables included at the end of this release. Information regarding PAGPs distributions is reflected below:

Q4 2020 Q3 2020 Q4 2019Distribution per Class A share declared for the $ 0.18 $ 0.18 $ 0.36 periodQ4 2020 distribution percentage change from ? % (50 ) %prior periods

Conference Call

PAA and PAGP will hold a joint conference call at 4:30 p.m. CT on Tuesday, February 9, 2021 to discuss the following items:

-- PAAs fourth-quarter and full-year 2020 performance; -- Capitalization and liquidity; and -- Financial and operating guidance.

Conference Call Webcast Instructions

To access the internet webcast, please go to https://event.webcasts.com/starthere.jsp?ei=1418937&tp_key=f158236b02.

Alternatively, the webcast can be accessed on our website (www.plainsallamerican.com) under Investor Relations (Navigate to: Investor Relations / either PAA or PAGP / News & Events / Quarterly Earnings). Following the live webcast, an audio replay in MP3 format will be available on our website within two hours after the end of the call and will be accessible for a period of 365 days. A transcript will also be available after the call at the above referenced website.

Non-GAAP Financial Measures and Selected Items Impacting Comparability

To supplement our financial information presented in accordance with GAAP, management uses additional measures known as non-GAAP financial measures in its evaluation of past performance and prospects for the future and to assess the amount of cash that is available for distributions, debt repayments, common equity repurchases and other general partnership purposes.

The primary additional measures used by management are earnings before interest, taxes, depreciation and amortization (including our proportionate share of depreciation and amortization of unconsolidated entities), gains and losses on asset sales and asset impairments, goodwill impairment losses and gains on and impairments of investments in unconsolidated entities, adjusted for certain selected items impacting comparability (Adjusted EBITDA), Implied distributable cash flow (DCF), Free Cash Flow and Free Cash Flow After Distributions.

Our definition and calculation of certain non-GAAP financial measures may not be comparable to similarly-titled measures of other companies. Adjusted EBITDA,Implied DCF and certain other non-GAAP financial performance measures are reconciled to Net Income/(Loss), and Free Cash Flow and Free Cash Flow After Distributions are reconciled to Net Cash Provided by Operating Activities, (the most directly comparable measures asreported in accordance with GAAP) for the historical periods presented in the tables attached to this release, and should be viewed in addition to, and not in lieu of, our Consolidated Financial Statements and accompanying notes. In addition, we encourage you to visit our website at www.plainsallamerican.com (in particular the section under Financial Information entitled Non-GAAP Reconciliations within the Investor Relations tab), which presents a reconciliation of our commonly used non-GAAP and supplemental financial measures.

Performance Measures

Management believes that the presentation of Adjusted EBITDA and Implied DCF provides useful information to investors regarding our performance and results of operations because these measures, when used to supplement related GAAP financial measures, (i) provide additional information about our core operating performance and ability to fund distributions to our unitholders through cash generated by our operations and (ii) provide investors with the same financial analytical framework upon which management bases financial, operational, compensation and planning/budgeting decisions. We also present these and additional non-GAAP financial measures, including adjusted net income attributable to PAA and basic and diluted adjusted net income per common unit, as they are measures that investors, rating agencies and debt holders have indicated are useful in assessing us and our results of operations. These non-GAAP measures may exclude, for example, (i) charges for obligations that are expected to be settled with the issuance of equity instruments, (ii) gains and losses on derivative instruments that are related to underlying activities in another period (or the reversal of such adjustments from a prior period), gains and losses on derivatives that are related to investing activities (such as the purchase of linefill) and inventory valuation adjustments, as applicable, (iii) long-term inventory costing adjustments, (iv) items that are not indicative of our core operating results and business outlook and/or (v) other items that we believe should be excluded in understanding our core operating performance. These measures may further be adjusted to include amounts related to deficiencies associated with minimum volume commitments whereby we have billed the counterparties for their deficiency obligation and such amounts are recognized as deferred revenue in Other current liabilities in our Consolidated Financial Statements. We also adjust for amounts billed by our equity method investees related to deficiencies under minimum volume commitments. All such amounts are presented net of applicable amounts subsequently recognized into revenue. Furthermore, the calculation of these measures contemplates tax effects as a separate reconciling item, where applicable. We have defined all such items as selected items impacting comparability. Due to the nature of the selected items, certain selected items impacting comparability may impact certain non-GAAP financial measures, referred to as adjusted results, but not impact other non-GAAP financial measures. We do not necessarily consider all of our selected items impacting comparability to be non-recurring, infrequent or unusual, but we believe that an understanding of these selected items impacting comparability is material to the evaluation of our operating results and prospects.

Although we present selected items impacting comparability that management considers in evaluating our performance, you should also be aware that the items presented do not represent all items that affect comparability between the periods presented. Variations in our operating results are also caused by changes in volumes, prices, exchange rates, mechanical interruptions, acquisitions, divestitures, investment capital projects and numerous other factors. These types of variations may not be separately identified in this release, but will be discussed, as applicable, in managements discussion and analysis of operating results in our Annual Report on Form10-K.

Liquidity Measures

Management also uses the non-GAAP financial measures Free Cash Flow and Free Cash Flow After Distributions to assess the amount of cash that is available for distributions, debt repayments, common equity repurchases and other general partnership purposes. Free Cash Flow is defined as Net Cash Provided by Operating Activities, less Net Cash Used in Investing Activities, which primarily includes acquisition, investment and maintenance capital expenditures, investments in unconsolidated entities and the impact from the purchase and sale of linefill and base gas, net of proceeds from the sales of assets and further impacted by distributions to, contributions from and proceeds from the sale of noncontrolling interests. Free Cash Flow is further reduced by cash distributions paid to our preferred and common unitholders to arrive at Free Cash Flow After Distributions.

Forward-Looking Statements

Except for the historical information contained herein, the matters discussed in this release consist of forward-looking statements that involve certain risks and uncertainties that could cause actual results or outcomes to differ materially from results or outcomes anticipated in the forward-looking statements. These risks and uncertainties include, among other things, the following:

Factors Related Primarily to the COVID-19 Pandemic:

-- further declines in global crude oil demand and crude oil prices that correspondingly lead to a significant reduction of domestic crude oil, natural gas liquids (NGL) and natural gas production (whether due to reduced producer cash flow to fund drilling activities or the inability of producers to access capital, or both, the unavailability of pipeline and/or storage capacity, the shutting-in of production by producers, government-mandated pro-ration orders, or other factors), which in turn could result in significant declines in the actual or expected volume of crude oil and NGL shipped, processed, purchased, stored, fractionated and/or gathered at or through the use of our assets and/or the reduction of commercial opportunities that might otherwise be available to us; -- uncertainty regarding the future impacts of COVID-19, which may depend on the development, deployment and effectiveness of vaccines; treatments and testing protocols; mutations of the virus resulting in increased transmissibility or severity of the disease or decreasing the effectiveness of vaccines or treatments; the capacity of our healthcare systems and public health infrastructure to manage current and future outbreaks; and various political and economic restrictions; -- uncertainty regarding the timing, pace and extent of an economic recovery in the United States and elsewhere, which in turn will likely affect demand for crude oil and therefore the demand for the midstream services we provide and the commercial opportunities available to us; -- the timing of a return to market conditions that are more conducive to an increase in drilling and production activities in the United States and a resulting increase in demand for the midstream services we provide; -- the refusal or inability of our customers or counterparties to perform their obligations under their contracts with us (including commercial contracts, asset sale agreements and other agreements), whether justified or not and whether due to financial constraints (reduced creditworthiness, liquidity issues or insolvency), market constraints, legal constraints (including governmental orders or guidance), the exercise of contractual or common law rights that allegedly excuse their performance (such as force majeure or similar claims) or other factors; -- our inability to perform our obligations under our contracts, whether due to non-performance by third parties, including our customers or counterparties, market constraints, third-party constraints, legal constraints (including governmental orders or guidance), or other factors; -- disruptions to futures markets for crude oil, NGL and other petroleum products, which may impair our ability to execute our commercial or hedging strategies;

General Factors:

-- the effects of competition, including the effects of capacity overbuild in areas where we operate; -- negative societal sentiment regarding the hydrocarbon energy industry and the continued development and consumption of hydrocarbons, which could influence consumer preferences and governmental or regulatory actions in ways that adversely impact our business; -- unanticipated changes in crude oil and NGL market structure, grade differentials and volatility (or lack thereof); -- environmental liabilities or events that are not covered by an indemnity, insurance or existing reserves; -- fluctuations in refinery capacity in areas supplied by our mainlines and other factors affecting demand for various grades of crude oil, NGL and natural gas and resulting changes in pricing conditions or transportation throughput requirements; -- maintenance of our credit rating and ability to receive open credit from our suppliers and trade counterparties; -- the occurrence of a natural disaster, catastrophe, terrorist attack (including eco-terrorist attacks) or other event that materially impacts our operations, including cyber or other attacks on our electronic and computer systems; -- our inability to reduce capital expenditures and other costs and expenses and to sustain reduced spending levels to the extent forecasted, whether due to the incurrence of unexpected or unplanned expenditures, third-party claims or other factors; -- the successful integration and future performance of acquired assets or businesses and the successful operation of joint ventures and joint operating arrangements we enter into from time to time, whether relating to assets operated by us or by third parties; -- failure to implement or capitalize, or delays in implementing or capitalizing, on investment capital projects, whether due to permitting delays, permitting withdrawals or other factors; -- shortages or cost increases of supplies, materials or labor; -- the impact of current and future laws, rulings, governmental regulations, accounting standards and statements, and related interpretations, including legislation or regulatory initiatives that prohibit, restrict or regulate hydraulic fracturing or that prohibit the development of oil and gas resources and the related infrastructure on lands dedicated to our pipelines; -- tightened capital markets or other factors that increase our cost of capital or limit our ability to obtain debt or equity financing on satisfactory terms to fund additional acquisitions, investment capital projects, working capital requirements and the repayment or refinancing of indebtedness; -- inability of producers, who have made commitments to our pipelines, to access capital to fund their drilling and completion activities; -- general economic, market or business conditions (both within the United States and globally and including the potential for a recession or significant slowdown in economic activity levels) and the amplification of other risks caused by volatile financial markets, capital constraints and liquidity concerns; -- the availability of, and our ability to consummate, divestitures, joint ventures, acquisitions or other strategic opportunities; -- the use or availability of third-party assets upon which our operations depend and over which we have little or no control; -- the currency exchange rate of the Canadian dollar; -- continued creditworthiness of, and performance by, our counterparties, including financial institutions and trading companies with which we do business; -- inability to recognize current revenue attributable to deficiency payments received from customers who fail to ship or move more than minimum contracted volumes until the related credits expire or are used; -- non-utilization of our assets and facilities; -- increased costs, or lack of availability, of insurance; -- weather interference with business operations or project construction, including the impact of extreme weather events or conditions; -- the effectiveness of our risk management activities; -- fluctuations in the debt and equity markets, including the price of our units at the time of vesting under our long-term incentive plans; -- risks related to the development and operation of our assets, including our ability to satisfy our contractual obligations to our customers; and -- other factors and uncertainties inherent in the transportation, storage, terminalling and marketing of crude oil, as well as in the storage of natural gas and the processing, transportation, fractionation, storage and marketing of NGL as discussed in the Partnerships filings with the Securities and Exchange Commission.

PAA is a publicly traded master limited partnership that owns and operates midstream energy infrastructure and provides logistics services for crude oil, NGL and natural gas. PAA owns an extensive network of pipeline transportation, terminalling, storage and gathering assets in key crude oil and NGL producing basins and transportation corridors and at major market hubs in the United States and Canada. On average, PAA handles more than 6 million barrels per day of crude oil and NGL in its Transportation segment. PAA is headquartered in Houston, Texas. More information is available at www.plainsallamerican.com.

PAGP is a publicly traded entity that owns an indirect, non-economic controlling general partner interest in PAA and an indirect limited partner interest in PAA, one of the largest energy infrastructure and logistics companies in North America. PAGP is headquartered in Houston, Texas. More information is available at www.plainsallamerican.com.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(in millions, except per unit data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019REVENUES $ 5,963 $ 9,154 $ 23,290 $ 33,669 COSTS AND EXPENSES Purchases and related costs 5,432 8,234 20,431 29,452 Field operating costs 265 320 1,076 1,303 General and administrative 70 72 271 297 expensesDepreciation and amortization 160 163 653 601 (Gains)/losses on asset sales 101 34 719 28 and asset impairments, netGoodwill impairment losses ? ? 2,515 ? Total costs and expenses 6,028 8,823 25,665 31,681 OPERATING INCOME/(LOSS) (65 ) 331 (2,375 ) 1,988 OTHER INCOME/(EXPENSE) Equity earnings in 75 115 355 388 unconsolidated entitiesGain on/(impairment of)investments in unconsolidated ? ? (182 ) 271 entities, netInterest expense, net (108 ) (114 ) (436 ) (425 )Other income, net 47 ? 39 24 INCOME/(LOSS) BEFORE TAX (51 ) 332 (2,599 ) 2,246 Current income tax expense (12 ) (40 ) (51 ) (112 )Deferred income tax benefit 38 15 70 46 NET INCOME/(LOSS) (25 ) 307 (2,580 ) 2,180 Net income attributable to (3 ) (1 ) (10 ) (9 )noncontrolling interestsNET INCOME/(LOSS) ATTRIBUTABLE $ (28 ) $ 306 $ (2,590 ) $ 2,171 TO PAA NET INCOME/(LOSS) PER COMMON UNIT:Net income/(loss) allocated to $ (78 ) $ 256 $ (2,790 ) $ 1,967 common unitholders ? BasicBasic weighted average common 726 728 728 727 units outstandingBasic net income/(loss) per $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.70 common unit Net income/(loss) allocated to $ (78 ) $ 256 $ (2,790 ) $ 2,119 common unitholders ? DilutedDiluted weighted average common 726 729 728 800 units outstandingDiluted net income/(loss) per $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.65 common unit

NON-GAAP ADJUSTED RESULTS(in millions, except per unit data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Adjusted net income $ 261 $ 517 $ 1,331 $ 2,063 attributable to PAA Diluted adjusted net income $ 0.29 $ 0.63 $ 1.55 $ 2.51 per common unit Adjusted EBITDA $ 559 $ 860 $ 2,560 $ 3,237

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATED BALANCE SHEET DATA(in millions)

December December 31, 31, 2020 2019ASSETS Current assets $ 3,665 $ 4,612 Property and equipment, net 14,611 15,355 Investments in unconsolidated entities 3,764 3,683 Goodwill ? 2,540 Linefill and base gas 982 981 Long-term operating lease right-of-use assets, net 378 466 Long-term inventory 130 182 Other long-term assets, net 967 858 Total assets $ 24,497 $ 28,677 LIABILITIES AND PARTNERS? CAPITAL Current liabilities $ 4,253 $ 5,017 Senior notes, net 9,071 8,939 Other long-term debt, net 311 248 Long-term operating lease liabilities 317 387 Other long-term liabilities and deferred credits 807 891 Total liabilities 14,759 15,482 Partners? capital excluding noncontrolling interests 9,593 13,062 Noncontrolling interests 145 133 Total partners? capital 9,738 13,195 Total liabilities and partners? capital $ 24,497 $ 28,677

DEBT CAPITALIZATION RATIOS(in millions)

December December 31, 31, 2020 2019Short-term debt $ 831 $ 504 Long-term debt 9,382 9,187 Total debt $ 10,213 $ 9,691 Long-term debt $ 9,382 $ 9,187 Partners? capital 9,738 13,195 Total book capitalization $ 19,120 $ 22,382 Total book capitalization, including short-term debt $ 19,951 $ 22,886 Long-term debt-to-total book capitalization 49 % 41 %Total debt-to-total book capitalization, including 51 % 42 %short-term debt

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

COMPUTATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER COMMON UNIT (1)(in millions, except per unit data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Basic Net Income/(Loss) per Common UnitNet income/(loss) attributable to PAA $ (28 ) $ 306 $ (2,590 ) $ 2,171 Distributions to Series A preferred (37 ) (37 ) (149 ) (149 )unitholdersDistributions to Series B preferred (12 ) (12 ) (49 ) (49 )unitholdersOther (1 ) (1 ) (2 ) (6 )Net income/(loss) allocated to common $ (78 ) $ 256 $ (2,790 ) $ 1,967 unitholders Basic weighted average common units 726 728 728 727 outstanding Basic net income/(loss) per common $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.70 unit Diluted Net Income/(Loss) per Common UnitNet income/(loss) attributable to PAA $ (28 ) $ 306 $ (2,590 ) $ 2,171 Distributions to Series A preferred (37 ) (37 ) (149 ) ? unitholdersDistributions to Series B preferred (12 ) (12 ) (49 ) (49 )unitholdersOther (1 ) (1 ) (2 ) (3 )Net income/(loss) allocated to common $ (78 ) $ 256 $ (2,790 ) $ 2,119 unitholders Basic weighted average common units 726 728 728 727 outstandingEffect of dilutive securities: Series A preferred units ^(2) ? ? ? 71 Equity-indexed compensation plan ? 1 ? 2 awards ^(3)Diluted weighted average common units 726 729 728 800 outstanding Diluted net income/(loss) per common $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.65 unit

________________

We calculate net income/(loss) allocated to common unitholders based on the distributions pertaining to the current period?s net income (whether paid in cash or in-kind). After adjusting for the appropriate period?s distributions, the remaining undistributed earnings or excess distributions(1) over earnings, if any, are allocated to common unitholders and participating securities in accordance with the contractual terms of our partnership agreement in effect for the period and as further prescribed under the two-class method.

The possible conversion of our Series A preferred units was excluded from the calculation of diluted net income/(loss) per common unit for the three(2) and twelve months ended December 31, 2020 and the three months ended December 31, 2019 as the effect was antidilutive.

Our equity-indexed compensation plan awards that contemplate the issuance of common units are considered dilutive unless (i) they become vested only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. Equity-indexed compensation plan awards(3) that are deemed to be dilutive are reduced by a hypothetical common unit repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. For the three and twelve months ended December 31, 2020, the effect of equity-indexed compensation plan awards was antidilutive.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

SELECTED ITEMS IMPACTING COMPARABILITY(in millions)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Selected Items Impacting Comparability: ^(1)Losses from derivative activities,net of inventory valuation $ (258 ) $ (234 ) $ (460 ) $ (158 )adjustments ^(2)Long-term inventory costing 21 22 (44 ) 20 adjustments ^(3)Deficiencies under minimum volume (5 ) 8 (74 ) 18 commitments, net ^(4)Equity-indexed compensation expense (5 ) (4 ) (19 ) (17 )^(5)Net gain on foreign currency 28 7 16 1 revaluation ^(6)Line 901 incident ^(7) ? ? ? (10 )Significant acquisition-related ? ? (3 ) ? expenses ^(8)Net gain on early repayment of ? ? 3 ? senior notes ^(9)Selected items impacting $ (219 ) $ (201 ) $ (581 ) $ (146 )comparability - Adjusted EBITDALosses from derivative activities ^ ? ? ? (1 )(2)Gain on/(impairment of) investments ? ? (182 ) 271 in unconsolidated entities, netGains/(losses) on asset sales and (101 ) (34 ) (719 ) (28 )asset impairments, netGoodwill impairment losses ? ? (2,515 ) ? Tax effect on selected items 31 24 76 12 impacting comparabilitySelected items impactingcomparability - Adjusted net income $ (289 ) $ (211 ) $ (3,921 ) $ 108 attributable to PAA

________________

Certain of our non-GAAP financial measures may not be impacted by each of(1) the selected items impacting comparability.

We use derivative instruments for risk management purposes and our related processes include specific identification of hedging instruments to an underlying hedged transaction. Although we identify an underlying transaction for each derivative instrument we enter into, there may not be an accounting hedge relationship between the instrument and the underlying transaction. In the course of evaluating our results of operations, we(2) identify the earnings that were recognized during the period related to derivative instruments for which the identified underlying transaction does not occur in the current period and exclude the related gains and losses in determining adjusted results. In addition, we exclude gains and losses on derivatives that are related to investing activities, such as the purchase of linefill. We also exclude the impact of corresponding inventory valuation adjustments, as applicable.

We carry crude oil and NGL inventory that is comprised of minimum working inventory requirements in third-party assets and other working inventory that is needed for our commercial operations. We consider this inventory necessary to conduct our operations and we intend to carry this inventory for the foreseeable future. Therefore, we classify this inventory as(3) long-term on our balance sheet and do not hedge the inventory with derivative instruments (similar to linefill in our own assets). We treat the impact of changes in the average cost of the long-term inventory (that result from fluctuations in market prices) and write-downs of such inventory that result from price declines as a selected item impacting comparability.

We, and certain of our equity method investments, have certain agreements that require counterparties to deliver, transport or throughput a minimum volume over an agreed upon period. Substantially all of such agreements were entered into with counterparties to economically support the return on capital expenditure necessary to construct the related asset. Some of these agreements include make-up rights if the minimum volume is not met. We, or our equity method investees, record a receivable from the counterparty in the period that services are provided or when the transaction occurs, including amounts for deficiency obligations from counterparties associated with minimum volume commitments. If a counterparty has a make-up right associated with a deficiency, we, or our equity method investees, defer the(4) revenue attributable to the counterparty?s make-up right and subsequently recognize the revenue at the earlier of when the deficiency volume is delivered or shipped, when the make-up right expires or when it is determined that the counterparty?s ability to utilize the make-up right is remote. We include the impact of amounts billed to counterparties for their deficiency obligation, net of applicable amounts subsequently recognized into revenue or equity earnings, as a selected item impacting comparability. We believe the inclusion of the contractually committed revenues associated with that period is meaningful to investors as the related asset has been constructed, is standing ready to provide the committed service and the fixed operating costs are included in the current period results.

Our total equity-indexed compensation expense includes expense associated with awards that will or may be settled in units and awards that will or may be settled in cash. The awards that will or may be settled in units are included in our diluted net income per unit calculation when the applicable performance criteria have been met. We consider the compensation expense(5) associated with these awards as a selected item impacting comparability as the dilutive impact of the outstanding awards is included in our diluted net income per unit calculation, as applicable, and the majority of the awards are expected to be settled in units. The portion of compensation expense associated with awards that are certain to be settled in cash is not considered a selected item impacting comparability.

During the periods presented, there were fluctuations in the value of the Canadian dollar to the U.S. dollar, resulting in the realization of foreign exchange gains and losses on the settlement of foreign currency(6) transactions as well as the revaluation of monetary assets and liabilities denominated in a foreign currency. These gains and losses are not integral to our core operating performance and were thus classified as a selected item impacting comparability.

Includes costs recognized during the period related to the Line 901(7) incident that occurred in May 2015, net of amounts we believe are probable of recovery from insurance.

Includes acquisition-related expenses associated with the acquisition of(8) Felix Midstream LLC in February 2020.

(9) Includes net gains recognized in connection with the repurchase of our outstanding senior notes on the open market.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

COMPUTATION OF BASIC AND DILUTED ADJUSTED NET INCOME PER COMMON UNIT(1)(in millions, except per unit data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Basic Adjusted Net Income per Common UnitNet income/(loss) attributable to $ (28 ) $ 306 $ (2,590 ) $ 2,171 PAASelected items impactingcomparability - Adjusted net 289 211 3,921 (108 )income attributable to PAA ^(2)Adjusted net income attributable $ 261 $ 517 $ 1,331 $ 2,063 to PAADistributions to Series A (37 ) (37 ) (149 ) (149 )preferred unitholdersDistributions to Series B (12 ) (12 ) (49 ) (49 )preferred unitholdersOther (1 ) (2 ) (4 ) (6 )Adjusted net income allocated to $ 211 $ 466 $ 1,129 $ 1,859 common unitholders Basic weighted average common 726 728 728 727 units outstanding Basic adjusted net income per $ 0.29 $ 0.64 $ 1.55 $ 2.56 common unit Diluted Adjusted Net Income per Common UnitNet income/(loss) attributable to $ (28 ) $ 306 $ (2,590 ) $ 2,171 PAASelected items impactingcomparability - Adjusted net 289 211 3,921 (108 )income attributable to PAA ^(2)Adjusted net income attributable $ 261 $ 517 $ 1,331 $ 2,063 to PAADistributions to Series A (37 ) ? (149 ) ? preferred unitholdersDistributions to Series B (12 ) (12 ) (49 ) (49 )preferred unitholdersOther (1 ) (1 ) (2 ) (3 )Adjusted net income allocated to $ 211 $ 504 $ 1,131 $ 2,011 common unitholders Basic weighted average common 726 728 728 727 units outstandingEffect of dilutive securities: Series A preferred units ^(3) ? 71 ? 71 Equity-indexed compensation plan ? 1 ? 2 awards ^(4)Diluted weighted average common 726 800 728 800 units outstanding Diluted adjusted net income per $ 0.29 $ 0.63 $ 1.55 $ 2.51 common unit

________________

We calculate adjusted net income allocated to common unitholders based on the distributions pertaining to the current period?s net income (whether paid in cash or in-kind). After adjusting for the appropriate period?s distributions, the remaining undistributed earnings or excess distributions(1) over earnings, if any, are allocated to the common unitholders and participating securities in accordance with the contractual terms of our partnership agreement in effect for the period and as further prescribed under the two-class method.

Certain of our non-GAAP financial measures may not be impacted by each of(2) the selected items impacting comparability.

The possible conversion of our Series A preferred units were excluded from(3) the calculation of diluted net income per common unit for the three and twelve months ended December 31, 2020 as the effect was antidilutive.

Our equity-indexed compensation plan awards that contemplate the issuance of common units are considered dilutive unless (i) they become vested only upon the satisfaction of a performance condition and (ii) that performance condition has yet to be satisfied. Equity-indexed compensation plan awards that are deemed to be dilutive are reduced by a hypothetical common unit(4) repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. For the three months ended December 31, 2020, there were no potentially dilutive equity-indexed compensation plan awards and for the twelve months ended December 31, 2020, the effect of equity-indexed compensation plan awards was antidilutive.



PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

NON-GAAP RECONCILIATIONS

Net Income/(Loss) Per Common Unit to Adjusted Net Income Per Common Unit Reconciliations:

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Basic net income/(loss) per $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.70 common unitSelected items impactingcomparability per common 0.40 0.29 5.38 (0.14 )unit ^(1)Basic adjusted net income $ 0.29 $ 0.64 $ 1.55 $ 2.56 per common unit Diluted net income/(loss) $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.65 per common unitSelected items impactingcomparability per common 0.40 0.28 5.38 (0.14 )unit ^(1)Diluted adjusted net income $ 0.29 $ 0.63 $ 1.55 $ 2.51 per common unit

________________

See the ?Selected Items Impacting Comparability? and the ?Computation of(1) Basic and Diluted Adjusted Net Income Per Common Unit? tables for additional information.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

NON-GAAP RECONCILIATIONS (continued)(in millions, except per unit and ratio data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Net Income/(Loss) to AdjustedEBITDA and Implied DCF ReconciliationNet Income/(Loss) $ (25 ) $ 307 $ (2,580 ) $ 2,180 Interest expense, net 108 114 436 425 Income tax expense/(benefit) (26 ) 25 (19 ) 66 Depreciation and amortization 160 163 653 601 (Gains)/losses on asset sales and 101 34 719 28 asset impairments, netGoodwill impairment losses ? ? 2,515 ? (Gain on)/impairment ofinvestments in unconsolidated ? ? 182 (271 )entities, netDepreciation and amortization of 22 16 73 62 unconsolidated entities^ (1)Selected items impactingcomparability - Adjusted EBITDA ^ 219 201 581 146 (2)Adjusted EBITDA $ 559 $ 860 $ 2,560 $ 3,237 Interest expense, net of certain (102 ) (110 ) (415 ) (407 )non-cash items ^(3)Maintenance capital (59 ) (84 ) (216 ) (287 )Current income tax expense (12 ) (40 ) (51 ) (112 )Distributions from unconsolidatedentities in excess of/(less than) 6 (37 ) 13 (49 )adjusted equity earnings ^(4)Distributions to noncontrolling (4 ) (2 ) (10 ) (6 )interests ^(5)Implied DCF $ 388 $ 587 $ 1,881 $ 2,376 Preferred unit distributions paid (62 ) (62 ) (198 ) (198 )^(6)Implied DCF Available to Common $ 326 $ 525 $ 1,683 $ 2,178 Unitholders Weighted Average Common Units 726 728 728 727 OutstandingWeighted Average Common Units and 797 799 799 798 Common Equivalent Units Implied DCF per Common Unit ^(7) $ 0.45 $ 0.72 $ 2.31 $ 2.99 Implied DCF per Common Unit and $ 0.46 $ 0.71 $ 2.29 $ 2.91 Common Equivalent Unit ^(8) Cash Distribution Paid per Common $ 0.18 $ 0.36 $ 0.90 $ 1.38 UnitCommon Unit Cash Distributions ^ $ 131 $ 262 $ 655 $ 1,004 (5)Common Unit Distribution Coverage 2.49 x 2.00 x 2.57 x 2.17 xRatio Implied DCF Excess $ 195 $ 263 $ 1,028 $ 1,174

________________

Adjustment to exclude our proportionate share of depreciation and(1) amortization expense of unconsolidated entities.

Certain of our non-GAAP financial measures may not be impacted by each of(2) the selected items impacting comparability.

Excludes certain non-cash items impacting interest expense such as(3) amortization of debt issuance costs and terminated interest rate swaps.

Comprised of cash distributions received from unconsolidated entities less equity earnings in unconsolidated entities (adjusted for our proportionate(4) share of depreciation and amortization and selected items impacting comparability of unconsolidated entities).

(5) Cash distributions paid during the period presented.

Cash distributions paid to our preferred unitholders during the period(6) presented.

Implied DCF Available to Common Unitholders for the period divided by the(7) weighted average common units outstanding for the period.

Implied DCF Available to Common Unitholders for the period, adjusted for Series A preferred unit cash distributions paid, divided by the weighted average common units and common equivalent units outstanding for the(8) period. Our Series A preferred units are convertible into common units, generally on a one-for-one basis and subject to customary anti-dilution adjustments, in whole or in part, subject to certain minimum conversion amounts.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

NON-GAAP RECONCILIATIONS (continued)

Net Income/(Loss) Per Common Unit to Implied DCF Per Common Unit and Common Equivalent Unit Reconciliations:

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Basic net income/(loss) per $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.70 common unitReconciling items per common 0.56 0.37 6.14 0.29 unit ^(1) (2)Implied DCF per common unit $ 0.45 $ 0.72 $ 2.31 $ 2.99 Basic net income/(loss) per $ (0.11 ) $ 0.35 $ (3.83 ) $ 2.70 common unitReconciling items per commonunit and common equivalent 0.57 0.36 6.12 0.21 unit ^(1) (3)Implied DCF per common unit $ 0.46 $ 0.71 $ 2.29 $ 2.91 and common equivalent unit

________________

Represents adjustments to Net Income to calculate Implied DCF Available to(1) Common Unitholders. See the ?Net Income/(Loss) to Adjusted EBITDA and Implied DCF Reconciliation? table for additional information.

Based on weighted average common units outstanding for the period of 726(2) million, 728 million, 728 million and 727 million, respectively.

Based on weighted average common units outstanding for the period, as well(3) as weighted average Series A preferred units outstanding of 71 million for each of the periods presented.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

NON-GAAP RECONCILIATIONS (continued)(in millions)

Three Months Twelve Months Ended Ended December 31, December 31, 2020 2019 2020 2019Free Cash Flow and Free Cash FlowAfter Distributions Reconciliation ^ (1):Net cash provided by operating $ 258 $ 726 $ 1,514 $ 2,504 activitiesAdjustments to reconcile net cashprovided by operating activities to free cash flow:Net cash used in investing activities (27 ) (398 ) (1,093 ) (1,765 )Cash contributions from 1 ? 12 ? noncontrolling interestsCash distributions paid to (4 ) (2 ) (10 ) (6 )noncontrolling interests ^(2)Sale of noncontrolling interest in a ? ? ? 128 subsidiaryFree cash flow $ 228 $ 326 $ 423 $ 861 Cash distributions ^(3) (193 ) (324 ) (853 ) (1,202 )Free cash flow after distributions $ 35 $ 2 $ (430 ) $ (341 )

________________

Management uses the Non-GAAP financial measures Free Cash Flow and Free Cash Flow After Distributions to assess the amount of cash that is(1) available for distributions, debt repayments, common equity repurchases and other general partnership purposes.

(2) Cash distributions paid during the period presented.

(3) Cash distributions paid to preferred and common unitholders during the period.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

SELECTED FINANCIAL DATA BY SEGMENT(in millions)

Three Months Ended Three Months Ended December 31, 2020 December 31, 2019 Supply Supply Transportation Facilities and Transportation Facilities and Logistics LogisticsRevenues ^(1) $ 491 $ 277 $ 5,688 $ 608 $ 291 $ 8,796 Purchases andrelated costs (45 ) (3 ) (5,873 ) (89 ) (5 ) (8,677 )^(1)Fieldoperating (144 ) (82 ) (43 ) (168 ) (93 ) (63 )costs ^(1) (2)Segmentgeneral andadministrative (25 ) (21 ) (24 ) (24 ) (20 ) (28 )expenses ^(2)(3)Equityearnings in 74 1 ? 115 ? ? unconsolidatedentities Adjustments: ^ (4)Depreciationandamortization 22 ? ? 15 1 ? ofunconsolidatedentitiesLosses fromderivativeactivities,net of ? 1 270 ? 1 218 inventoryvaluationadjustmentsLong-terminventory ? ? (21 ) ? ? (22 )costingadjustmentsDeficienciesunder minimumvolume 7 (2 ) ? (8 ) ? ? commitments,netEquity-indexedcompensation 3 1 1 2 1 1 expenseNet loss onforeign ? ? 6 ? ? 7 currencyrevaluationSegmentAdjusted $ 383 $ 172 $ 4 $ 451 $ 176 $ 232 EBITDA Maintenance $ 38 $ 11 $ 10 $ 52 $ 23 $ 9 capital

________________

(1) Includes intersegment amounts.

Field operating costs and Segment general and administrative expenses(2) include equity-indexed compensation expense.

Segment general and administrative expenses reflect direct costs attributable to each segment and an allocation of other expenses to the(3) segments. The proportional allocations by segment require judgment by management and are based on the business activities that exist during each period.

Represents adjustments utilized by our CODM in the evaluation of segment results. Many of these adjustments are also considered selected items(4) impacting comparability when calculating consolidated non-GAAP financial measures such as Adjusted EBITDA. See the ?Selected Items Impacting Comparability? table for additional discussion.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

SELECTED FINANCIAL DATA BY SEGMENT(in millions)

Twelve Months Ended Twelve Months Ended December 31, 2020 December 31, 2019 Transportation Facilities Supply and Transportation Facilities Supply and Logistics LogisticsRevenues ^(1) $ 2,020 $ 1,138 $ 22,059 $ 2,320 $ 1,171 $ 32,276 Purchases and (229 ) (15 ) (22,099 ) (244 ) (15 ) (31,276 )related costs ^(1)Field operating (584 ) (316 ) (191 ) (700 ) (360 ) (258 )costs ^(1) (2)Segment general andadministrative (98 ) (84 ) (89 ) (104 ) (83 ) (110 )expenses ^(2) (3)Equity earnings inunconsolidated 350 5 ? 388 ? ? entities Adjustments: ^(4) Depreciation andamortization of 71 2 ? 61 1 ? unconsolidatedentities(Gains)/losses fromderivativeactivities, net of 1 (5 ) 484 ? (13 ) 173 inventory valuationadjustmentsLong-term inventory ? ? 44 ? ? (20 )costing adjustmentsDeficiencies underminimum volume 71 2 1 (18 ) ? ? commitments, netEquity-indexedcompensation 11 4 4 9 4 4 expenseNet (gain)/loss onforeign currency ? ? (3 ) ? ? 14 revaluationLine 901 incident ? ? ? 10 ? ? Significantacquisition-related 3 ? ? ? ? ? expensesSegment Adjusted $ 1,616 $ 731 $ 210 $ 1,722 $ 705 $ 803 EBITDA Maintenance capital $ 136 $ 51 $ 29 $ 161 $ 97 $ 29

________________

(1) Includes intersegment amounts.

Field operating costs and Segment general and administrative expenses(2) include equity-indexed compensation expense.

Segment general and administrative expenses reflect direct costs attributable to each segment and an allocation of other expenses to the(3) segments. The proportional allocations by segment require judgment by management and are based on the business activities that exist during each period.

Represents adjustments utilized by our CODM in the evaluation of segment results. Many of these adjustments are also considered selected items(4) impacting comparability when calculating consolidated non-GAAP financial measures such as Adjusted EBITDA. See the ?Selected Items Impacting Comparability? table for additional discussion.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

OPERATING DATA BY SEGMENT(1)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Transportation segment (averagedaily volumes in thousands of barrels per day):Tariff activities volumes Crude oil pipelines (by region): Permian Basin ^(2) 4,188 5,052 4,427 4,690 South Texas / Eagle Ford ^(2) 372 446 380 446 Central ^(2) 367 420 379 498 Gulf Coast 138 179 134 165 Rocky Mountain ^(2) 224 275 245 293 Western 242 203 223 198 Canada 304 336 294 323 Crude oil pipelines 5,835 6,911 6,082 6,613 NGL pipelines 177 184 184 192 Tariff activities total volumes 6,012 7,095 6,266 6,805 Trucking volumes 70 96 74 88 Transportation segment total 6,082 7,191 6,340 6,893 volumes Facilities segment (average monthly volumes):Liquids storage (average monthlycapacity in millions of barrels) ^ 105 111 109 110 (3)Natural gas storage (averagemonthly working capacity in 68 63 66 63 billions of cubic feet)NGL fractionation (average volumes 129 142 129 144 in thousands of barrels per day)Facilities segment total volumes(average monthly volumes in 121 126 124 125 millions of barrels) ^(4) Supply and Logistics segment(average daily volumes in thousands of barrels per day):Crude oil lease gathering 1,155 1,271 1,174 1,162 purchasesNGL sales 178 221 144 207 Supply and Logistics segment total 1,333 1,492 1,318 1,369 volumes

________________

Average volumes are calculated as the total volumes (attributable to our(1) interest) for the period divided by the number of days or months in the period.

Region includes volumes (attributable to our interest) from pipelines owned(2) by unconsolidated entities.

Includes volumes (attributable to our interest) from facilities owned by(3) unconsolidated entities.

Facilities segment total volumes are calculated as the sum of: (i) liquids storage capacity; (ii) natural gas storage working capacity divided by 6 to(4) account for the 6:1 mcf of natural gas to crude Btu equivalent ratio and further divided by 1,000 to convert to monthly volumes in millions; and (iii) NGL fractionation volumes multiplied by the number of days in the period and divided by the number of months in the period.

PLAINS ALL AMERICAN PIPELINE, L.P. ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

NON-GAAP SEGMENT RECONCILIATIONS(in millions)

Fee-based Segment Adjusted EBITDA to Adjusted EBITDA Reconciliations:

Three Months Twelve Months Ended Ended December 31, December 31, 2020 2019 2020 2019Transportation Segment Adjusted EBITDA $ 383 $ 451 $ 1,616 $ 1,722 Facilities Segment Adjusted EBITDA 172 176 731 705 Fee-based Segment Adjusted EBITDA $ 555 $ 627 $ 2,347 $ 2,427 Supply and Logistics Segment Adjusted 4 232 210 803 EBITDAAdjusted other income, net ^(1) ? 1 3 7 Adjusted EBITDA ^(2) $ 559 $ 860 $ 2,560 $ 3,237

________________

Represents ?Other income, net? as reported on our Condensed Consolidated Statements of Operations, adjusted for selected items impacting comparability of $(47) million, $1 million, $(36) million and $(17) million(1) for the three and twelve months ended December 31, 2020 and 2019, respectively. See the ?Selected Items Impacting Comparability? table for additional information.

(2) See the ?Net Income/(Loss) to Adjusted EBITDA and Implied DCF Reconciliation? table for reconciliation to Net Income/(Loss).

Reconciliation of Segment Adjusted EBITDA to Segment Adjusted EBITDA further adjusted for impact of divested assets:

Three Months Ended Three Months Ended December 31, 2020 December 31, 2019 Supply Supply Transportation Facilities and Transportation Facilities and Logistics LogisticsSegment Adjusted $ 383 $ 172 $ 4 $ 451 $ 176 $ 232 EBITDAImpact of divested ? (1 ) ? (4 ) (16 ) ? assets ^(1)Segment AdjustedEBITDA furtheradjusted for $ 383 $ 171 $ 4 $ 447 $ 160 $ 232 impact of divestedassets

Twelve Months Ended Twelve Months Ended December 31, 2020 December 31, 2019 Supply Supply Transportation Facilities and Transportation Facilities and Logistics LogisticsSegment Adjusted $ 1,616 $ 731 $ 210 $ 1,722 $ 705 $ 803 EBITDAImpact of divested (1 ) (43 ) ? (14 ) (60 ) ? assets ^(1)Segment AdjustedEBITDA furtheradjusted for $ 1,615 $ 688 $ 210 $ 1,708 $ 645 $ 803 impact of divestedassets

________________

Estimated impact of divestitures completed during 2019 and 2020, assuming an effective date of January 1, 2019. Divested assets primarily included(1) certain NGL storage terminals and Los Angeles Basin crude oil storage terminals that were previously included in our Facilities segment and the sale of a portion of our interest in a joint venture pipeline that was previously reported in our Transportation segment.



PLAINS GP HOLDINGS ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS(in millions, except per share data)

Three Months Ended Three Months Ended December 31, 2020 December 31, 2019 Consolidating Consolidating PAA Adjustments ^ PAGP PAA Adjustments ^ PAGP (1) (1)REVENUES $ 5,963 $ ? $ 5,963 $ 9,154 $ ? $ 9,154 COSTS AND EXPENSESPurchases and 5,432 ? 5,432 8,234 ? 8,234 related costsFieldoperating 265 ? 265 320 ? 320 costsGeneral andadministrative 70 1 71 72 1 73 expensesDepreciationand 160 1 161 163 1 164 amortization(Gains)/losseson asset salesand asset 101 ? 101 34 ? 34 impairments,netTotal costs 6,028 2 6,030 8,823 2 8,825 and expenses OPERATING (65 ) (2 ) (67 ) 331 (2 ) 329 INCOME/(LOSS) OTHER INCOME/ (EXPENSE)Equityearnings in 75 ? 75 115 ? 115 unconsolidatedentitiesInterest (108 ) ? (108 ) (114 ) ? (114 )expense, netOther income, 47 ? 47 ? ? ? net INCOME/(LOSS) (51 ) (2 ) (53 ) 332 (2 ) 330 BEFORE TAXCurrent income (12 ) ? (12 ) (40 ) ? (40 )tax expenseDeferredincome tax 38 4 42 15 (14 ) 1 (expense)/benefit NET INCOME/ (25 ) 2 (23 ) 307 (16 ) 291 (LOSS)Net (income)/lossattributable (3 ) 6 3 (1 ) (242 ) (243 )tononcontrollinginterestsNET INCOME/(LOSS) $ (28 ) $ 8 $ (20 ) $ 306 $ (258 ) $ 48 ATTRIBUTABLETO PAGP BASIC NET INCOME/(LOSS) PER CLASSA $ (0.11 ) $ 0.26 SHARE DILUTED NET INCOME/(LOSS) PER CLASS A $ (0.11 ) $ 0.26 SHARE BASIC WEIGHTED AVERAGE CLASSA SHARES 191 182 OUTSTANDING DILUTED WEIGHTED AVERAGE CLASS A SHARES 191 182 OUTSTANDING

________________

(1) Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.

PLAINS GP HOLDINGS ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS(in millions, except per share data)

Twelve Months Ended Twelve Months Ended December 31, 2020 December 31, 2019 Consolidating Consolidating PAA Adjustments ^ PAGP PAA Adjustments ^ PAGP (1) (1)REVENUES $ 23,290 $ ? $ 23,290 $ 33,669 $ ? $ 33,669 COSTS AND EXPENSESPurchases and 20,431 ? 20,431 29,452 ? 29,452 related costsFieldoperating 1,076 ? 1,076 1,303 ? 1,303 costsGeneral andadministrative 271 5 276 297 5 302 expensesDepreciationand 653 3 656 601 3 604 amortization(Gains)/losseson asset salesand asset 719 ? 719 28 ? 28 impairments,netGoodwillimpairment 2,515 ? 2,515 ? ? ? lossesTotal costs 25,665 8 25,673 31,681 8 31,689 and expenses OPERATING (2,375 ) (8 ) (2,383 ) 1,988 (8 ) 1,980 INCOME/(LOSS) OTHER INCOME/ (EXPENSE)Equityearnings in 355 ? 355 388 ? 388 unconsolidatedentitiesGain on/(impairmentof) (182 ) ? (182 ) 271 ? 271 investments inunconsolidatedentities, netInterest (436 ) ? (436 ) (425 ) ? (425 )expense, netOther income, 39 ? 39 24 ? 24 net INCOME/(LOSS) (2,599 ) (8 ) (2,607 ) 2,246 (8 ) 2,238 BEFORE TAXCurrent income (51 ) ? (51 ) (112 ) ? (112 )tax expenseDeferredincome tax 70 148 218 46 (110 ) (64 )(expense)/benefit NET INCOME/ (2,580 ) 140 (2,440 ) 2,180 (118 ) 2,062 (LOSS)Net (income)/lossattributable (10 ) 1,882 1,872 (9 ) (1,722 ) (1,731 )tononcontrollinginterestsNET INCOME/(LOSS) $ (2,590 ) $ 2,022 $ (568 ) $ 2,171 $ (1,840 ) $ 331 ATTRIBUTABLETO PAGP BASIC NET INCOME/(LOSS) PER CLASSA SHARE $ (3.06 ) $ 1.97 DILUTED NET INCOME/(LOSS) PER CLASS A $ (3.07 ) $ 1.96 SHARE BASIC WEIGHTED AVERAGE CLASSA SHARES 186 168 OUTSTANDING DILUTED WEIGHTED AVERAGE CLASS A SHARES 246 170 OUTSTANDING

________________

(1) Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.

PLAINS GP HOLDINGS ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

CONDENSED CONSOLIDATING BALANCE SHEET DATA(in millions)

December 31, 2020 December 31, 2019 Consolidating Consolidating PAA Adjustments ^ PAGP PAA Adjustments ^ PAGP (1) (1)ASSETS Current assets $ 3,665 $ 3 $ 3,668 $ 4,612 $ 2 $ 4,614 Property and 14,611 9 14,620 15,355 12 15,367 equipment, netInvestments inunconsolidated 3,764 ? 3,764 3,683 ? 3,683 entitiesGoodwill ? ? ? 2,540 ? 2,540 Deferred tax ? 1,444 1,444 ? 1,280 1,280 assetLinefill and 982 ? 982 981 ? 981 base gasLong-termoperatinglease 378 ? 378 466 ? 466 right-of-useassets, netLong-term 130 ? 130 182 ? 182 inventoryOtherlong-term 967 (2 ) 965 858 (2 ) 856 assets, netTotal assets $ 24,497 $ 1,454 $ 25,951 $ 28,677 $ 1,292 $ 29,969 LIABILITIESAND PARTNERS? CAPITALCurrent $ 4,253 $ 2 $ 4,255 $ 5,017 $ 2 $ 5,019 liabilitiesSenior notes, 9,071 ? 9,071 8,939 ? 8,939 netOtherlong-term 311 ? 311 248 ? 248 debt, netLong-termoperating 317 ? 317 387 ? 387 leaseliabilitiesOtherlong-termliabilities 807 ? 807 891 ? 891 and deferredcreditsTotal 14,759 2 14,761 15,482 2 15,484 liabilities Partners?capitalexcluding 9,593 (8,129 ) 1,464 13,062 (10,907 ) 2,155 noncontrollinginterestsNoncontrolling 145 9,581 9,726 133 12,197 12,330 interestsTotalpartners? 9,738 1,452 11,190 13,195 1,290 14,485 capital Totalliabilities $ 24,497 $ 1,454 $ 25,951 $ 28,677 $ 1,292 $ 29,969 and partners?capital

________________

(1) Represents the aggregate consolidating adjustments necessary to produce consolidated financial statements for PAGP.

PLAINS GP HOLDINGS ANDSUBSIDIARIESFINANCIAL SUMMARY (unaudited)

COMPUTATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER CLASS A SHARE(in millions, except per share data)

Three Months Ended Twelve Months Ended December 31, December 31, 2020 2019 2020 2019Basic Net Income/(Loss) per ClassA ShareNet income/(loss) attributable to $ (20 ) $ 48 $ (568 ) $ 331 PAGPBasic weighted average ClassA 191 182 186 168 shares outstanding Basic net income/(loss) per ClassA $ (0.11 ) $ 0.26 $ (3.06 ) $ 1.97 share Diluted Net Income/(Loss) per ClassA ShareNet income/(loss) attributable to $ (20 ) $ 48 $ (568 ) $ 331 PAGPIncremental net income/(loss)attributable to PAGP resulting from ? ? (189 ) 2 assumed exchange of AAP units andAAP Management UnitsNet income/(loss) attributable toPAGP including incremental netincome/(loss) from assumed exchange $ (20 ) $ 48 $ (757 ) $ 333 of AAP units and AAP ManagementUnits Basic weighted average ClassA 191 182 186 168 shares outstandingDilutive shares resulting fromassumed exchange of AAP units and ? ? 60 2 AAP Management UnitsDiluted weighted average ClassA 191 182 246 170 shares outstanding Diluted net income/(loss) per $ (0.11 ) $ 0.26 $ (3.07 ) $ 1.96 ClassA share ^(1)

________________

For the three months ended December 31, 2020 and the three and twelve months ended December 31, 2019, the possible exchange of any AAP units would not have had a dilutive effect on basic net income/(loss) per Class A(1) share. For the three and twelve months ended December 31, 2020 and the three months ended December 31, 2019, the possible exchange of AAP Management units would not have had a dilutive effect on basic net income/ (loss) per Class A share.

Contacts:Roy LamoreauxVice President, Investor Relations, Communications and Government Relations(866) 809-1291

Brett MagillDirector, Investor Relations(866) 809-1291