CALGARY, AB, July 28, 2022 /PRNewswire/ -- Pembina Pipeline
Corporation ("Pembina" or the "Company") (TSX: PPL) (NYSE: PBA)
today announced that the Canadian Competition Bureau has issued a
no-action letter for the joint venture transaction announced on
March 1, 2022, between Pembina and
KKR to combine their respective western Canadian natural gas
processing assets into a single, new joint venture entity ("Newco")
(the "Transaction"). Issuance of the no-action letter allows
Pembina and KKR to proceed with next steps on closing the
Transaction, which is expected to occur in August 2022 subject to the satisfaction of the
remaining conditions. Pursuant to an agreement with the Competition
Bureau, and consistent with Pembina's and KKR's intention to divest
upon announcing their joint venture, Pembina and KKR's global
infrastructure funds will divest the 50 percent, non-operated
interest in the Key Access Pipeline System which will be
contributed into Newco as part of the Transaction.
"Pembina is pleased to have received all regulatory approvals
and is satisfied with the outcome and timely resolution of the
Competition Bureau review. We are very excited to be able to move
forward with our joint venture with KKR. We look forward to closing
the transaction in the coming weeks and pursuing the efficiencies,
cost reductions and enhanced customer service offering anticipated
from combining three complementary platforms to create a premier,
highly competitive western Canadian gas processing entity," said
Jaret Sprott, Pembina's Senior Vice
President & Chief Operating Officer.
About Pembina
Pembina Pipeline Corporation is a leading energy transportation
and midstream service provider that has served North America's energy industry for more than
65 years. Pembina owns an integrated network of hydrocarbon liquids
and natural gas pipelines, gas gathering and processing facilities,
oil and natural gas liquids infrastructure and logistics services,
and a growing export terminals business. Through our integrated
value chain, we seek to provide safe and reliable infrastructure
solutions which connect producers and consumers of energy across
the world, support a more sustainable future and benefit our
customers, investors, employees and communities. For more
information, please visit pembina.com.
Purpose of Pembina:
To be the leader in delivering integrated infrastructure
solutions connecting global markets:
- Customers choose us first for reliable and
value-added services.
- Investors receive sustainable industry-leading
total returns.
- Employees say we are the 'employer of choice' and
value our safe, respectful, collaborative and inclusive work
culture.
- Communities welcome us and recognize the net
positive impact of our social and environmental commitment.
Pembina is structured into three Divisions: Pipelines Division,
Facilities Division and Marketing & New Ventures Division.
Pembina's common shares trade on the Toronto and New
York stock exchanges under PPL and PBA, respectively.
Forward-Looking Information and Statements
This news release contains certain forward-looking statements
and forward-looking information (collectively, "forward-looking
statements"), including forward-looking statements within the
meaning of the "safe harbor" provisions of applicable securities
legislation, that are based on Pembina's current expectations,
estimates, projections and assumptions in light of its experience
and its perception of historical trends. In some cases,
forward-looking statements can be identified by terminology such as
"expects", "estimates", "anticipates", "projects", "plans", "will",
"would", "could", "potential", "continue", "commit" and similar
expressions suggesting future events or future performance.
In particular, this news release contains forward-looking
statements pertaining to, without limitation, the following: the
joint venture transaction between Pembina and KKR, including the
terms thereof, the expected closing date and the anticipated
benefits thereof to Pembina, including expected efficiencies and
cost reductions, and the proposed disposition by Newco of the
non-operated interest in the Key Access Pipeline System.
The forward-looking statements are based on certain
assumptions that Pembina has made in respect thereof as at the date
of this news release regarding, among other things: the ability of
Pembina and KKR to satisfy the conditions to closing of the joint
venture transaction in a timely manner and substantially on the
terms thereof; the ability of Newco to satisfy the conditions to
closing of the acquisition of the remaining 51% interest in ETC in
a timely manner and substantially on the terms thereof; that
favourable circumstances continue to exist in respect of the
operation of the assets contributed to Newco; that Newco's future
results of operations will be consistent with management
expectations in relation thereto; oil and gas industry exploration
and development activity levels and the geographic region of such
activity; prevailing regulatory, tax and environmental laws and
regulations; the ability of Newco to maintain an investment grade
rating; future cash flows; prevailing commodity prices, interest
rates, carbon prices, tax rates and exchange rates; the
availability of capital to fund Newco's future capital
requirements; future operating costs; that counterparties will
comply with contracts in a timely manner; that there are no
unforeseen events preventing the performance of contracts; that
there are no unforeseen material costs relating to the relevant
facilities which are not recoverable from customers; and
maintenance of operating margins.
Although Pembina believes the expectations and material
factors and assumptions reflected in these forward-looking
statements are reasonable as of the date hereof, there can be no
assurance that these expectations, factors and assumptions will
prove to be correct. These forward-looking statements are not
guarantees of future performance and are subject to a number of
known and unknown risks and uncertainties that could cause actual
events or results to differ materially, including, but not limited
to: the ability of Pembina and KKR to satisfy, in a
timely manner, the other conditions to the closing of the joint
venture transaction; the ability of Newco to satisfy, in a timely
manner, the conditions to closing of the acquisition of the
remaining 51% interest in ETC; the failure to realize the
anticipated benefits and/or synergies of the joint venture
transaction due to integration issues or otherwise; expectations
and assumptions concerning, among other things: customer demand for
Newco's assets and services; commodity prices, interest rates and
foreign exchange rates; planned synergies, operating and capital
efficiencies and cost-savings; applicable tax laws; future
production rates; the sufficiency of budgeted capital expenditures
in carrying out planned activities; labour and material shortages;
non-performance or default by counterparties to agreements entered
into in respect of Newco's business; the impact of competitive
entities and pricing; reliance on key relationships and agreements;
reliance on third parties to successfully operate and maintain
certain assets; the regulatory environment and decisions and
Indigenous and landowner consultation requirements; actions by
governmental or regulatory authorities, including changes in tax
laws and treatment, changes in royalty rates, climate change
initiatives or policies or increased environmental regulation;
fluctuations in operating results; adverse general economic and
market conditions in Canada,
North America and worldwide,
including changes, or prolonged weaknesses, as applicable, in
interest rates, foreign exchange rates, commodity prices,
supply/demand trends and overall industry activity levels; risks
relating to the current and potential adverse impacts of the
COVID-19 pandemic; lower than anticipated results of operations and
cash flow accretion to Pembina from Newco; the ability to access
various sources of debt and equity capital; changes in credit
ratings; counterparty credit risk; technology and cyber security
risks; natural catastrophes; and certain other risks and
uncertainties detailed in Pembina's Annual Information Form and
Management's Discussion and Analysis ("MD&A"), each dated
February 24, 2022 for the year ended
December 31, 2021, Pembina's MD&A
dated May 5, 2022 for the three
months ended March 31, 2022 and from
time to time in Pembina's public disclosure documents available at
www.sedar.com, www.sec.gov and through Pembina's website at
www.pembina.com.
This list of risk factors should not be construed as
exhaustive. Readers are cautioned that events or circumstances
could cause actual results to differ materially from those
predicted, forecasted, or projected. The forward-looking statements
contained in this news release speak only as of the date hereof.
Pembina does not undertake any obligation to publicly update or
revise any forward-looking statements contained herein, except as
required by applicable laws. The forward-looking statements
contained in this news release are expressly qualified by this
cautionary statement.
Investor Relations, (403) 231-3156, 1-855-880-7404, e-mail:
investor-relations@pembina.com, www.pembina.com
