Debt financing for the transaction is being orchestrated by Morgan Stanley Senior Funding and Mizuho Bank Ltd., with Morgan Stanley Senior Funding acting as the sole bookrunner on a term loan facility.
Shell’s Perspective: A Strategic Exit
As part of the deal, Shell and the other co-owners have agreed to transfer 100% of their Colonial shares to Brookfield.
“This divestment reflects our focus on performance, discipline, and simplification,” said Andrew Smith, president of Shell Trading and Supply, in a statement. “It will allow us to concentrate on areas where we have scale and competitive advantage.”
Colonial Pipeline’s ownership structure before the sale was divided among five key partners:
- Shell: 16.1%
- Koch Capital Investments Co.: 28%
- KKR: 23.4%
- Caisse de dépôt et placement du Québec: 16.5%
- IFM Investors: 15.8%
The Road to Completion
The transaction, which remains subject to customary closing conditions, is expected to finalize in the second half of 2025.
Financial advisory firms Jefferies LLC, Greenhill & Co., and Morgan Stanley & Co. are assisting Brookfield in navigating this major acquisition.
Legal Teams Leading the Charge
Brookfield’s legal representation from Kirkland & Ellis LLP includes powerhouse attorneys Kim Hicks, Brittany Sakowitz, Roald Nashi, Jacqueline Trudeau, Chad Smith, and Andrew DeVore.