TIDEWATER MIDSTREAM AND INFRASTRUCTURE LTD. HAS ENTERED INTO DEFINITIVE AGREEMENTS WITH PEMBINA PIPELINE CORPORATION AND CERTAIN OF ITS AFFILIATES TO ACQUIRE THE NORTH SEGMENT OF ITS WESTERN PIPELINE SYSTEM

TIDEWATER MIDSTREAM AND INFRASTRUCTURE LTD. HAS ENTERED INTO DEFINITIVE AGREEMENTS WITH PEMBINA PIPELINE CORPORATION AND CERTAIN OF ITS AFFILIATES TO ACQUIRE THE NORTH SEGMENT OF ITS WESTERN PIPELINE SYSTEM

(TSX: TWM)

CALGARY, AB, May 6, 2025 /CNW/ - Tidewater Midstream and Infrastructure Ltd. ("Tidewater" or the "Corporation") (TSX: TWM) is pleased to announce that it has entered into definitive agreements with Pembina Pipeline Corporation and certain of its affiliates (collectively, "Pembina"), through a wholly owned limited partnership, to acquire the North Segment of Pembina's Western Pipeline System (the "Western Pipeline") for total cash consideration of approximately $1.2 million, as well as the assumption of certain future abandonment and reclamation obligations and liabilities estimated to be approximately $30.0 million (undiscounted value) (the "Transaction").

The Western Pipeline is an approximately 377 km crude oil pipeline originating in Taylor, British Columbia and terminating in Prince George, British Columbia. The Western Pipeline's connection at Taylor, British Columbia is the key conduit tying the Prince George Refinery ("PGR") into the northeastern British Columbia crude supply region. As part of the Transaction, Tidewater and Pembina will enter into an interconnection agreement upon closing which will allow Tidewater to continue to access existing crude sources at the terminal located in Taylor, British Columbia (the "Taylor Terminal") for the next 25 years, which is expected to provide PGR with a reliable and cost-effective source of feedstock. The Transaction is anticipated to yield material run-rate cost improvements, compared to historical metrics, while further enhancing Tidewater's ability to optimize its feedstock procurement at the PGR.

"We are excited to announce the agreement to purchase the Western Pipeline. The Transaction provides Tidewater with the opportunity to unlock meaningful cost savings and increased flexibility and control of our day-to-day refining operations at the PGR. We expect that the Transaction will allow us to significantly reduce the cost of feedstock flowing into PGR, which will improve product margins and will play a key role as we continue to focus on optimizing our refining assets.", said Jeremy Baines, Chief Executive Officer of Tidewater.

The Transaction is expected to close on or before September 1, 2025 and is subject to customary post-closing adjustments and regulatory approvals.

ABOUT TIDEWATER MIDSTREAM AND INFRASTRUCTURE LTD.

Tidewater is traded on the TSX under the symbol "TWM". Tidewater's business objective is to profitably grow and create shareholder value in the North American natural gas, natural gas liquids, crude oil, refined product, and renewable energy value chain. Its operations include downstream facilities, natural gas processing facilities, natural gas liquids infrastructure, pipelines, storage, and various renewable initiatives. To complement its infrastructure asset base, the Corporation also markets crude, refined product, natural gas, natural gas liquids and renewable products and services to customers across North America. Tidewater is a majority shareholder of Tidewater Renewables Ltd. Additional information relating to Tidewater is available on SEDAR+ at www.sedarplus.ca and at https://www.tidewatermidstream.com.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This news release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "intend", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. In particular, this news release contains forward-looking statements regarding: the entry into an interconnection agreement with Pembina; Tidewater's access to existing crude sources from the Taylor Terminal; anticipated cost savings as a result of the Transaction; Tidewater's focus on optimizing its refining assets; and the expected timing of closing of the Transaction.

Although the forward-looking statements contained in this news release are based upon assumptions which management of the Corporation believes to be reasonable, the Corporation cannot assure investors that actual results will be consistent with these forward-looking statements. Any forward-looking statements contained in this news release represent expectations as of the date of this news release and are subject to change after such date. However, the Corporation is under no obligation (and the Corporation expressly disclaims any such obligation) to update or alter any statements containing forward-looking information, the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law. With respect to the forward-looking statements contained in this news release, the Corporation has made assumptions regarding the effect of the Transaction on the Corporation's business and its cash flow, as well as its ability to satisfy the required closing conditions and receive the required regulatory approvals.

Forward-looking statements are provided herein for the purpose of giving information about the Transaction. Readers are cautioned that such information may not be appropriate for other purposes. In addition, the Corporation is subject to a number of risks and uncertainties, many of which are beyond the Corporation's control. Such risks and uncertainties include the factors discussed under "Risk Factors" in the Corporation's annual information form for the year ended December 31, 2024 and the most recent management's discussion and analysis.

All the forward-looking statements in this news release are qualified by the cautionary statements herein. Further information about factors affecting forward-looking statements and management's assumptions and analysis thereof is available in filings made by the Corporation with Canadian securities commissions available on SEDAR+ at www.sedarplus.ca.

The financial outlook contained in this news release regarding the Corporation's prospective run-rate cost improvements as a result of the Transaction is based on assumptions about future events, including economic conditions and proposed courses of action, based on management's assessment of the relevant information currently available. Additionally, the financial outlook contained in this news release is subject to the risk factors described above in respect of forward-looking information generally as well as any other specific assumptions and risk factors in relation to such financial outlook noted in this news release. Accordingly, readers are cautioned that the financial outlook contained in this news release should not be used for purposes other than for which it is disclosed herein. The financial outlook contained in this news release was approved by management as of the date hereof and was provided for the purpose of providing further information about Tidewater's current expectations. The Corporation's actual results may differ materially from these estimates.

SOURCE Tidewater Midstream and Infrastructure Ltd.