Apollo to acquire 40 percent stake in Pembina Gas Infrastructure from KKR

Bennett Jones advising Apollo, Torys representing KKR

New York-based Apollo Global Management has agreed to buy a 40 percent stake in Calgary-based Pembina Gas Infrastructure Inc., one of the largest gas processing businesses in Western Canada, from funds managed by fellow U.S. investment firm KKR.  

Pembina Pipeline Corporation, which already owns 60 per cent of PGI and runs its day-to-day operations, will keep its majority stake, and the way the company is governed will not change after closing. 

PGI was created in 2022 as a joint venture between Pembina and KKR, who pooled their separate Canadian gas processing assets into a single business.  Since then, it has grown into one of the largest independent gas processors in Western Canada, with a combined capacity of about five billion cubic feet of gas a day, 23 gas processing plants, roughly 3,900 kilometres of gathering pipelines, and the ability to extract around 330,000 barrels of natural gas liquids per day.  PGI's network connects to major gas transmission systems and serves customers across the Montney and Duvernay regions, stretching from central Alberta to northeastern British Columbia.

For Apollo, the deal opens the door to two of Canada's most active natural gas regions. Apollo, which manages about US$938 billion in assets, has put roughly US$130 billion into infrastructure deals over the past five years, including more than a dozen large energy transactions since the fall of 2024.  For PGI, the new partnership is meant to give the company more financial firepower to pursue growth projects alongside one of the world's biggest infrastructure investors.

"Having established PGI as a leading gas processing platform in Western Canada, we remain focused on continuing to grow the business and deliver for our customers," PGI president and CEO Heather Christie-Burns said in a press release. "Apollo's expertise in infrastructure and long-term orientation make it an ideal partner for this next phase and we thank KKR for their strategic partnership in building PGI into the platform it is today."

"PGI is a cornerstone of Pembina's integrated midstream platform and a critical piece of Western Canadian energy infrastructure," said Pembina president and CEO Scott Burrows. "Pembina remains fully committed to the operational leadership and strategic direction of PGI, and we are excited to continue growing the platform alongside a like-minded, long-term investor."

On the legal side, Bennett Jones LLP acted as Canadian counsel to Apollo, with a team led by John M. Mercury (private equity, M&A), with John Lawless, Steven Bodi, Julia Pasieka, Laura Glover, Lauren Carson, Evan E. Hall, Hayden Logan, Kendall Pearce and David Hodge (private equity, M&A), Anu Nijhawan, Jared A. Mackey and Spencer Brown (tax), Jessica Kennedy, Ashley M. White, Ben Rogers and Thomas Machell (energy), Luke Stretch and Jessica Munro (real estate), Kees de Ridder and J. Sébastien A. Gittens (intellectual property), Zirjan (Zee) J. Derwa (competition/antitrust), Noriko Shimura and Xaverie MacLennan (banking and finance), Allyson Marta (pensions and benefits) and Michael H. VanderMeer (employment services). Vinson & Elkins LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP also served as legal counsel to the Apollo Funds. 

Torys LLP acted as co-counsel to KKR, with a team led by Amy Maginley and including David Cuschieri, Matt Bean and Charlotte Hardwicke-Brown (corporate/M&A), Omar Wakil and Ian Li (competition), and Craig Maurice and Steve Marshall (tax).

On the financial advisory side, BMO Capital Markets and RBC Capital Markets advised Apollo, while Scotia Capital advised KKR.

The transaction is expected to close by the end of the second quarter of 2026, subject to customary closing conditions.

 

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Firm(s)

Bennett Jones LLP Torys LLP Vinson & Elkins LLP Paul, Weiss, Rifkind, Wharton & Garrison LLP