TC Energy to sell Portland Natural Gas Transmission System

Company

TC Energy Corporation

Law Firm / Organization
Bracewell LLP
Law Firm / Organization
TC Energy Corporation
Lawyer(s)

Patrick Keys

Company

BlackRock

Law Firm / Organization
BlackRock
Lawyer(s)

Chris Meade

TC Energy Corporation and its partner, Northern New England Investment Company (a subsidiary of Énergir L.P.), sold Portland Natural Gas Transmission System (PNGTS) to a consortium including BlackRock's Diversified Infrastructure business and Morgan Stanley Infrastructure Partners for C$154.62 billion (US$1.14 billion). This price included the assumption of C$339 million (US$250 million) in outstanding Senior Notes at PNGTS, valuing the transaction at about 11.0 times PNGTS's reported 2023 comparable EBITDA.

The deal, aimed at enhancing TC Energy's balance sheet as part of its 2024 strategic priorities, involves divesting assets to reach a target debt-to-EBITDA ratio. The sale proceeds, aligned with the partners' ownership interests (TC Energy at 61.7% and Énergir at 38.3%), are subject to customary adjustments at closing, expected in mid-2024 pending regulatory approvals.

PNGTS, a 475-kilometer natural gas pipeline serving New England and Atlantic Canada, is critical for the region's energy supply. TC Energy committed to providing transition services for a seamless transfer of operations to the new owners.

The transaction's financial advisor was Barclays, exclusively serving TC Energy and Énergir. Legal advice was provided by Bracewell LLP for TC Energy, ensuring compliance and oversight throughout the deal process. This strategic divestiture underscores TC Energy's focus on financial flexibility and operational excellence, without impacting its financial guidance and growth outlook through 2026.

Merger & Acquisition
Energy
$ 1,546,244,700
Closed
15 August 2024