August 22, 2019
Pembina Pipeline Corporation ("Pembina" or the "Company") (TSX: PPL; NYSE: PBA) has announced that it has entered into agreements pursuant to which it will acquire Kinder Morgan Canada Limited (TSX: KML) ("Kinder Morgan Canada" or "KML") (the "Corporate Acquisition") and the U.S. portion of the Cochin Pipeline system ("Cochin US") from Kinder Morgan, Inc. ("KMI") (the "Cochin US Acquisition") for a total purchase price of approximately C$4.35 billion (the "Transaction"). The transaction values Kinder Morgan Canada at approximately C$2.3 billion, or C$15.02 per share, based on an all-share exchange ratio of 0.3068 of a common share of Pembina per KML security and Pembina's 30-day volume weighted average price on the date hereof; and Cochin US at approximately C$2.05 billion for cash consideration.
Latham & Watkins LLP represents Pembina Pipeline Corporation in the transaction with a corporate team led by New York partner Christopher Cross and Houston partner Jesse Myers with New York associates Javier Stark, Molly Ryan, Vi Thai Tran, Rachelle Polsky and Houston associates Lauren Anderson, Michael Sellner and Sarah McLeroy. Advice was also provided on tax matters by Houston partner Tim Fenn with associate Jared Grimley; on employee benefits matters by New York partner Bradd Williamson with associate Megan Alessi; on energy regulatory matters by Washington, D.C. partner Eugene Elrod with associates Tyler Brown and Christopher Randall; on environmental matters by Houston partner Joel Mack with Washington, D.C. associate Joshua Marnitz; on intellectual property matters by New York partner Steven Betensky with associate Pelin Serpin; on export controls and sanctions matters by Washington, D.C. partner Les Carnegie with associate Bridget Reineking; on antitrust matters by Washington, D.C. partner Jason Cruise and counsel Patrick English with associate Carla Weaver; on finance matters by Houston partner Trevor Wommack with associate Benjamin Gelfand; on real estate matters by Chicago partner Rachel Bates with New York associate Shira Bressler; and on securities matters by Washington, D.C. partner Paul Dudek.