Pembina Pipeline Corporation has entered into agreements pursuant to which it will acquire Kinder Morgan Canada Limited ( "KML") and the U.S. portion of the Cochin Pipeline system ("Cochin US") from Kinder Morgan, Inc. ("KMI") for a total purchase price of approximately $4.35 billion (the "Transaction"). The Transaction values Kinder Morgan Canada at approximately $2.3 billion, or $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 $2.05 billion for cash consideration.

Subject to closing of the Transaction, Pembina's board of directors has also approved a $0.01 per common share, or approximately five percent, increase to its monthly common share dividend rate.

Through the Transaction, Pembina will acquire strategically located assets including the Cochin Pipeline System, the Edmonton storage and terminal business and Vancouver Wharves, a bulk storage and export/import business. Upon closing, the Transaction immediately provides Pembina with well-established business platforms and substantial opportunities for growth.

High Quality, Integrated Assets

The Cochin mainline system represents a fully contracted cross-border pipeline system that is highly strategic as it connects Pembina's Channahon, Bakken and Edmonton area assets and is connected to markets in Mont Belvieu, Conway and Edmonton. Further, there is future potential to connect the eastern leg of the Cochin Pipeline System to Pembina's assets and markets in Sarnia, Ontario.

As well, the Corporate Acquisition includes a significant crude oil storage and terminalling business in Western Canada's key energy complex, which connects Pembina's conventional and oilsands pipelines to all major export pipelines, providing increased flexibility and greater egress options to customers.

Finally, there is potential for further integration of Vancouver Wharves assets into the Pembina value chain.

Strong Commercial Platform

The assets to be acquired under the Transaction are predominantly supported by long-term, fee-for-service, take-or-pay contracts, which are underpinned by investment grade counterparties.  The Transaction strengthens Pembina's financial guardrails and hence Pembina as a whole.

Overview of Acquired Assets

The Transaction represents a unique opportunity for Pembina to acquire 100 percent of Cochin, which is one of two significant cross-border condensate import pipelines.  Cochin, which spans 2,900 km from Chicago, Illinois to Fort Saskatchewan, Alberta, has a design capacity of up to 110,000 barrels per day and is primarily underpinned by long term, take-or-pay commitments with investment grade counterparties.  Cochin complements Pembina's existing condensate infrastructure in Western Canada and extends the Company's reach into the U.S., with the potential to provide Pembina and its customers improved market access and tremendous long-term optionality. Cochin has operated both as a condensate import system, and previous thereto, as a propane export system.

The Transaction also provides Pembina enhanced diversification and an entrance into a new franchise opportunity through a significant crude oil storage terminalling business (the "Storage Business") strategically located in the core of the Edmonton area crude oil complex and underpinned by long-term, fee-based contracts with investment grade counterparties.  With 10 million barrels (net) of storage capacity, excellent inbound and outbound connectivity and strong industry fundamentals associated with crude oil storage, Pembina views these assets as highly attractive in the current environment.  The Storage Business also has a strong strategic alignment with Pembina's existing conventional and oil sands pipelines and marketing businesses. The Storage Business also includes direct connectivity to two rail terminals, ownership in which is included in the Transaction.

The Transaction also includes Vancouver Wharves, a critically important commodity export and import business in the Port of Vancouver, Canada's largest port. Vancouver Wharves is a 125 acre bulk marine terminal facility, which transfers over four million tonnes of bulk cargo annually and is supported by fee-based contracts with creditworthy counterparties and is competitively positioned as the facility-of-choice for key agricultural, mining, and petroleum product customers. Pembina has identified a number of expansion possibilities at Vancouver Wharves which would further integrate these assets into Pembina's value chain, help improve customer netbacks and attract additional volumes to Pembina's existing asset base.