UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT
TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 1,
2014
Commission File Number: 001-35563
PEMBINA PIPELINE CORPORATION
(Name of registrant)
3800, 525 –
8th Avenue S.W.
Calgary, Alberta T2P 1G1
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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PEMBINA PIPELINE CORPORATION |
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Date: December 1, 2014 |
By: |
/s/ Scott Burrows |
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Name: Scott Burrows |
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Title: Vice President, Capital Markets |
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Form 6-K Exhibit Index
Exhibit
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Document
Description |
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99.1 |
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News Release Dated December 1, 2014 - Pembina Pipeline Corporation Announces 2015 Capital Program of $1.9 Billion, Provides Review of 2014 Accomplishments
and Confirms Date for 2015 Investor Day
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Exhibit 99.1
Pembina Pipeline Corporation Announces 2015 Capital Program of $1.9 Billion,
Provides Review of 2014 Accomplishments and Confirms Date for 2015 Investor Day
(All financial figures are approximate and in Canadian dollars unless
otherwise noted. This news release refers to earnings before interest, taxes, depreciation and amortization ("EBITDA")
which is a financial measure that is not defined by Generally Accepted Accounting Principles ("GAAP"). For more information
about EBITDA, see "Non-GAAP Measures" herein.)
CALGARY, Dec. 1, 2014 /CNW/ - Pembina Pipeline Corporation ("Pembina"
or the "Company") (TSX: PPL; NYSE: PBA) announced that its Board of Directors has approved a capital program of approximately
$1.9 billion in 2015. This is the largest capital budget in the Company's history and is an increase of approximately 36 percent
from our expected spending plan of $1.4 billion in 2014.
"Our 2015 capital program is mainly directed towards progressing
our various multi-year execution projects, which are, for the most part, underpinned by long-term, fee-for-service contracts with
our customers," said Mick Dilger, Pembina's President and Chief Executive Officer. "In addition to advancing several
multi-year builds in 2015, we will be placing approximately $1.5 billion of fee-for-service assets into service during the year
ahead."
"The 2015 capital program is driven by Pembina's success over the
past several years in securing an enviable suite of long-term, fee-for-service growth projects," added Mr. Dilger. "Our
current roster of committed capital projects totals approximately $6 billion. The majority of these projects, which are in various
stages of development, have in-service dates ranging between the end of 2014 and mid-2017. These secured projects, in aggregate,
have the potential to add an incremental $700 million to $1 billion of EBITDA per year on a run-rate basis once they are all in-service,
with the upper end of the range depending on utilization above take-or-pay levels. This represents an increase of 70 to 100 percent
over Pembina's 12-month trailing EBITDA."
"We are backed by a strong balance sheet and have the right people
and processes in place to bring our growth plans to fruition," said Mr. Dilger. "As we execute our 2015 capital spending
plan and move towards bringing these projects on-stream, I'm confident in our ability to continue growing cash flow per share and
delivering meaningful and sustainable returns for our investors over the long-term."
2015 Capital Program Highlights
Pembina's 2015 capital spending plan is expected to be allocated as follows:
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($ millions) |
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2015 Budget |
Conventional Pipelines |
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1,120 |
Midstream |
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510 |
Gas Services |
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240 |
Other |
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65 |
Total |
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1,935 |
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Conventional Pipelines
Pembina plans to spend approximately $1,120 million in its Conventional
Pipelines business, 58 percent of its overall 2015 capital spending plan. The spending will be primarily directed to major projects,
as follows:
| · | Pembina expects to spend $25 million in 2015 to complete its previously announced
Phase II Low Vapour Pressure Expansion, which will increase crude oil and condensate capacity on the Company's Peace Pipeline by
55,000 barrels per day ("bpd"). Completion is expected by early 2015, at which time the Peace Pipeline will have a capacity
of 250,000 bpd. This expansion will accommodate increasing crude oil and condensate volumes resulting from continued producer activity
in the crude oil and condensate-rich areas of the Montney resource play in the Dawson Creek, Grande Prairie and Kaybob/Fox Creek
areas, as well as development of the condensate-rich Duvernay resource play in the Kaybob area. |
| · | The Company expects to spend $225 million in 2015 to complete its previously announced
Phase II NGL Expansion on its Peace and Northern natural gas liquids ("NGL") Pipelines (the "Peace/Northern NGL
System") to add an additional 53,000 bpd. Completion is expected in the third quarter of 2015, at which time the Peace/Northern
NGL System will have a capacity of 220,000 bpd. This expansion will provide increased transportation capacity for producer activity
focused on NGL development, which continues to be strong in the Deep Basin Cretaceous, Montney and Duvernay resource plays. |
| · | Pembina expects to spend $550 million on its Phase III Expansion. During the year
ahead, Pembina will work to complete construction of the 16 inch Kakwa to Simonette pipeline (currently under construction) and
order long-lead equipment (including pipe) for the 24 inch and 16 inch pipelines from Fox Creek to Namao, Alberta. |
| · | The Company expects to spend an additional $240 million on pipeline laterals to aggregate
product for its mainline expansions. |
The remaining capital in Conventional Pipelines will be spent on upgrades
and other business development activities aimed at ensuring maximum integration and optimization of the Company's value chain opportunities.
Midstream
Pembina continues to allocate its capital spending in Midstream on initiatives
that increase its fee-for-service business. For 2015, capital of $510 million, or 26 percent of the overall budget, is projected
to be spent in Midstream.
In crude oil Midstream, Pembina expects to spend $75 million to expand
its current service offerings and enhance the interconnectivity of the infrastructure it accesses. Specific projects include:
| · | $40 million is expected to be spent in 2015 to expand above ground storage capacity
from 310,000 barrels to 850,000 barrels at Pembina's Edmonton terminal, which is expected to be in-service in the second quarter
of 2016; |
| · | $15 million is to be spent on additional connections and inceasing delivery capacity
within Pembina's Nexus Terminal, including commencement of activitiy at the Canadian Diluent Hub; and |
| · | The remaining capital will be spent to upgrade several of Pembina's truck and full-service
terminals and for other business development activities. |
In Pembina's NGL Midstream business, the Company expects to spend $435
million in 2015, which will largely be directed towards the construction of Pembina's previously announced two new fractionators
at its Redwater site:
| · | $150 million is projected to be spent to complete Pembina's second fractionator (RFS
II – expected to be in service in the fourth quarter of 2015) and $50 million is estimated to be spent on the Company's third
fractionator (RFS III – expected to be in service in the third quarter of 2017); |
| · | $70 million is to be spent at the Company's Redwater site developing infrastructure
to facilitate the receipt, handling and loading of petrolum products produced from the adjacent Northwest Refinery; |
| · | $40 million will be directed towards the Company's Corunna, Ontario facilities to
increase product handling capacity at the facility (including optimizing rail infrastructure, new truck loading facilities and
a new brine pond); and |
| · | $35 million is anticipated to be spent on the development and completion of several
underground storage caverns at Redwater West. |
The remaining capital in NGL Midstream will be allocated to various upgrades
across the Redwater West and Empress East systems and to progressing Pembina's proposed west coast propane export terminal (the
"West Coast Terminal").
Gas Services
Pembina plans to allocate approximately $240 million, or 12 percent, of
its 2015 capital budget to several new facilities within Gas Services:
| · | Resthaven Expansion – $100 million is planned to be spent to progress the 100
million cubic feet per day ("MMcf/d") (gross) expansion at the Company's Resthaven facility, which, subject to regulatory
and environmental approvals, is expected to bring total capacity to 300 MMcf/d (gross) by mid-2016; |
| · | Musreau III Facility – $55 million is planned to be spent to progress the 100
MMcf/d expansion, which, subject to regulatory and environmental approvals, is expected to be in-service in the second quarter
of 2016; |
| · | Musreau II Facility – $5 million is planned to be directed towards final site
clean-up activities related to the 100 MMcf/d shallow cut gas plant and associated infrastructure, which is expected to be
in-service in December 2014; |
| · | Saturn II Facility – $45 million is planned to be directed towards the 200
MMcf/d 'twin' of the Company's Saturn I Facility, which is expected to be in-service by late-2015; and |
| · | Saskatchewan Ethane Extraction Plant ("SEEP") – $30 million is allocated
to complete SEEP, a 60 MMcf/d gas plant, which is expected to be in-service in the third quarter of 2015. |
Including Musreau II, Pembina will be placing 360 MMcf/d of new processing
plants into service by the end of 2015, a 50 percent increase over its existing capacity. The remaining capital in Gas Services
will be spent on upgrades and other business development activities.
Capital Spending Summary
During the year ahead, Pembina will continue to concentrate its efforts
on expanding, diversifying and integrating its assets along the hydrocarbon value chain to better provide services for its customers
and enhance long-term shareholder returns. To support these efforts, Pembina plans to spend approximately $65 million on other
upgrades and corporate-related items, including various information services infrastructure improvements.
Key Accomplishments in 2014
2014 was a particularly successful year for Pembina in terms of securing
customer support for announced projects, acquiring assets to expand the Company's operations into new areas and progressing longer-term
growth opportunities.
During the year, Pembina remained focused on expanding its integrated
service offerings. In May, the Company announced that it had reached binding commercial agreements to proceed with RFS III, a new
55,000 bpd propane-plus fractionator at its existing Redwater fractionation and storage complex. With the addition of RFS III,
which is subject to regulatory and environmental approvals, Pembina's fractionation capacity will total approximately 210,000 bpd,
making the Company's Redwater complex the largest NGL fractionation facility in Canada.
In September, the Company communicated its plans to proceed with developing
its proposed West Coast Terminal under an agreement with the Port of Portland, Oregon (the "Port") that sets forth the
terminal site, which includes an existing marine berth, located within the city of Portland for the development of the project.
Since the announcement, Pembina has created a dedicated internal team to progress the 37,000 bpd facility, which is anticipated
to be brought into service in early-2018 (subject to required permits and approvals). The Company expects that the West Coast Terminal
will provide growing Canadian propane supply (that is derived from natural gas produced in western Canada) with access to large,
international markets while complementing Pembina's expanding integrated service offering for products that are derived from natural
gas.
October 2014 marked Pembina's strategic and low-risk entry into one of
the most promising hydrocarbon plays in North America: the North Dakota and Saskatchewan Bakken. Pembina acquired the Vantage pipeline
system ("Vantage") and SEEP for total consideration of approximately US$650 million. Vantage is a recently constructed
high vapour pressure pipeline with a capacity of approximately 40,000 bpd that originates in Tioga, North Dakota and terminates
near Empress, Alberta. Vantage provides long-term, fee-for-service cash flow and access to the prolific and growing North Dakota
Bakken play for future NGL opportunities. SEEP, an under construction, 60 MMcf/d deep cut gas processing facility that is centrally
located to service the southeast Saskatchewan Bakken region is underpinned by both a long-term ethane sales agreement and a long-term,
fee-for-service processing agreement. SEEP is expected to produce approximately 4,500 bpd of ethane and will connect into Vantage
through a pipeline lateral that is also currently under construction. Pembina expects SEEP and the associated pipeline lateral
to be in-service in mid-2015. With these assets, Pembina now has a meaningful footprint in the Bakken and will be able to explore
integration and growth opportunities in this new area.
In the Company's Gas Services business, Pembina placed its recently constructed
200 MMcf/d (134 MMcf/d net) Resthaven Facility into service on October 6, 2014 and on October 10, 2014, Pembina announced that
it entered into commercial agreements to proceed with a $170 million expansion of the facility. Pembina plans to build, own and
operate a new gas gathering pipeline that will deliver gas into the plant and increase capacity of the existing Resthaven Facility
by an additional 100 MMcf/d (gross), bringing total capacity to 300 MMcf/d (gross) (collectively, the "Resthaven Expansion").
The Resthaven Expansion is underpinned by a long-term, fee-for-service contract and, subject to regulatory and environmental approvals,
the gathering system portion of the Resthaven Expansion is expected to be in-service by the second quarter of 2015, followed by
the gas processing expansion in mid-2016.
With the additional volumes anticipated at the Resthaven Facility, Pembina
has also signed a long-term contract for Phase III pipeline capacity and fractionation capacity at the Company's Redwater fractionation
and storage facility.
Pembina is commissioning its Musreau II Facility, a 100 MMcf/d shallow
cut gas plant, which is under budget and scheduled to come into service in December 2014, ahead of its previously anticipated in-service
date of the first quarter 2015.
The Company also recently announced that it entered into agreements to
construct a new facility – "Musreau III" – for an estimated cost of $105 million. Musreau III will leverage
the engineering and design work for Pembina's Musreau I and Musreau II facilities and will use the same pipeline lateral to access
the Company's Peace Pipeline System. Musreau III, which is underpinned by long-term agreements with several area producers, involves
the construction of a 100 MMcf/d shallow cut facility which will be built adjacent to Pembina's existing Musreau facility and its
nearly complete Musreau II Facility. Pembina expects Musreau III to have liquids extraction capacity of approximately 3,000 bpd,
subject to gas compositions. Similar to the Company's other gas processing facilities, the agreements for Musreau III are take-or-pay
in nature and provide flow through of operating expenses. Subject to regulatory and environmental approvals, Pembina anticipates
bringing Musreau III on-stream in mid-2016.
The Company's Conventional Pipelines business realized record throughput
thus far in 2014, largely resulting from expansions implemented in December of last year. During 2014, Pembina was successful in
its recontracting efforts to secure the majority of its existing crude and condensate volumes under long-term, firm-service contracts.
In aggregate, Pembina has now contracted approximately 650,000 bpd of crude oil, condensate and NGL through its recontracting efforts,
and through its Phase I, II and III conventional pipeline expansions. Once the Phase III Expansion is brought into service, virtually
all of the throughput on Pembina's Peace and Northern systems will be under long-term, take-or-pay contracts.
Growing volume forecasts and customer support throughout the year also
saw Pembina increase its Phase III Expansion program. Pembina now plans to construct two pipelines between Fox Creek and Namao,
Alberta (one 16 inch diametre and one 24 inch diametre) with an initial combined capacity of 420,000 bpd and an ultimate capacity
of over 680,000 bpd with the addition of midpoint pump stations. Another segment was also added to the project between Wapiti and
Kakwa, Alberta. These additions are expected to increase capital spending for the project from $2 billion to $2.44 billion. Subject
to regulatory and environmental approvals, Pembina expects the 16 inch and 24 inch diameter pipelines to be in-service between
late-2016 and mid-2017. Pembina submitted its regulatory application for both pipelines from Fox Creek to Namao on September 2,
2014.
Feeding into the Company's Phase III Expansion downstream of Taylor, British
Columbia ("B.C.") will be Pembina's recently announced $210 million, 75,000 bpd expansion to its pipeline infrastructure
in northeast B.C. (the "NEBC Expansion"). The NEBC Expansion will transport condensate and NGL for various producers
in the liquids-rich Montney resource play and is underpinned by a long-term, cost-of-service agreement with an anchor tenant. Subject
to regulatory and environmental approvals, Pembina anticipates bringing the NEBC Expansion on-stream in the second quarter to fourth
quarter of 2017 timeframe.
Pembina also announced plans to develop the Canadian Diluent Hub ("CDH")
– a large-scale condensate and diluent terminal at its Heartland Terminal site near Fort Saskatchewan, Alberta. The proposed
facilities are designed to accommodate contracted diluent supply volumes from the Company's previously announced field gas plant,
pipeline and NGL fractionator expansions. The Company expects CDH to become a new market hub for condensate and other diluents
by offering its customers a variety of value-added services.
The Company's growth plan going into 2015 is backed by a strong financial
position. In 2013 and 2014, Pembina raised $900 million in preferred shares and issued two tranches of 30-year notes: $200 million
at 4.75 percent in April 2013 and $600 million at 4.81 percent in April 2014. Pembina also continues to have robust participation
in its Premium Dividend™ and Dividend Reinvestment Plan, which should raise approximately $355 million for 2014 and access
to its $1.5 billion credit facility.
"2014 has been a very positive year for Pembina, marked by strong
operational, financial and safety performance, successful project execution, and securing excellent business development opportunities,"
added Mr. Dilger. "As we head into 2015 and undertake the largest capital program in the history of our Company, we will be
focused on ensuring our projects are executed safely and on time and on budget. We'll also strive to continue delivering strong
operational performance and safe, responsible and reliable services from our existing assets."
2015 Investor Day Information
Pembina plans to host its 2015 investor and analyst day in Toronto, Ontario,
on March 10, 2015. Further details, including webcast information will be provided closer to the date.
About Pembina
Calgary-based Pembina Pipeline Corporation is a leading transportation
and midstream service provider that has been serving North America's energy industry for 60 years. Pembina owns and operates pipelines
that transport various hydrocarbon liquids including conventional and synthetic crude oil, heavy oil and oil sands products, condensate
(diluent) and natural gas liquids produced in western Canada. The Company also owns and operates gas gathering and processing facilities
and an oil and natural gas liquids infrastructure and logistics business. With facilities strategically located in western Canada
and in natural gas liquids markets in eastern Canada and the U.S., Pembina also offers a full spectrum of midstream and marketing
services that spans across its operations. Pembina's integrated assets and commercial operations enable it to offer services needed
by the energy sector along the hydrocarbon value chain.
Pembina is a trusted member of the communities in which it operates and
is committed to generating value for its investors by running its businesses in a safe, environmentally responsible manner that
is respectful of community stakeholders.
Forward-Looking Statements & Information
This document contains certain forward-looking statements and information
(collectively, "forward-looking statements") within the meaning of the "safe harbor" provisions of applicable
securities legislation that are based on Pembina's current expectations, estimates, projections and assumptions in light of its
experience and its perception of historical trends. In some cases, forward-looking statements can be identified by terminology
such as "plans", "expects", "proposed", "will", "anticipates", "develop",
"continue", and similar expressions suggesting future events or future performance.
In particular, this document contains forward-looking statements, including
certain financial outlook, pertaining to, without limitation, the following: Pembina's corporate strategy; planning, construction,
capital expenditure estimates, schedules, expected capacity, incremental volumes, in-service dates, rights, activities and operations
with respect to planned new construction of, or expansions in relation to Pembina's 2015 capital spending plan for each of its
business units; anticipated EBITDA and financial performance resulting from Pembina's capital expenditures; Pembina's West Coast
propane terminal project; Pembina's plans in respect of, and the impact of, recent acquisitions; expectations around continuing
producer activity and development; the ongoing utilization and expansions of and additions to Pembina's business and asset base,
growth and growth potential; expectations regarding future demand for transportation services; expectations regarding synergies
and integration of growth and development projects with Pembina's existing business and asset base; expectations regarding domestic
and international supply and demand factors and pricing for oil, natural gas and NGLs; and expectations regarding participation
in Pembina's DRIP. These forward-looking statements and information are being made by Pembina based on certain assumptions that
Pembina has made in respect thereof as at the date of this document including those discussed below.
With respect to forward-looking statements contained in this document,
Pembina has made assumptions regarding, among other things: the ability of Pembina and any required third parties to effectively
engage with stakeholders; oil and gas industry exploration and development activity levels, and domestic and international supply
and demand levels; the success of Pembina's operations; prevailing commodity prices and exchange rates and the ability of Pembina
to maintain current credit ratings; the availability of capital to fund future capital requirements relating to existing assets
and projects; expectations regarding participation in Pembina's dividend reinvestment plan; future operating costs; geotechnical
and integrity costs; in respect of current developments, expansions, planned capital expenditures, completion dates and capacity
expectations: that third parties will provide any necessary support, that any third party projects relating to Pembina's growth
projects will be sanctioned and completed as expected, that any required commercial agreements can be reached; that all required
regulatory and environmental approvals can be obtained on the necessary terms in a timely manner, that counterparties will comply
with contracts in a timely manner, that there are no unforeseen events preventing the performance of contracts or the completion
of the relevant facilities, and that there are no unforeseen material costs relating to the facilities which are not recoverable
from customers; interest and tax rates; prevailing regulatory, tax and environmental laws and regulations; maintenance of operating
margins; the amount of future liabilities relating to environmental incidents; and the availability of coverage under Pembina's
insurance policies (including in respect of Pembina's business interruption insurance policy).
Although Pembina believes the expectations and material factors and
assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that
these expectations, factors and assumptions will prove to be correct. Readers are cautioned that events or circumstances could
cause results to differ materially from those predicted, forecasted or projected. By their nature, forward-looking statements involve
numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts,
projections and other forward-looking statements will not occur, which may cause actual performance and financial results in future
periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking
statements and information. These known and unknown risks and uncertainties, include, but are not limited to: the regulatory environment
and decisions; the ability of Pembina to raise sufficient capital (or to raise sufficient capital on favourable terms) to fund
future expansions and growth projects and satisfy future commitments; the continuation of completion of third-party projects; the
failure to realize anticipated benefits of growth projects and acquisitions following completion due to integration issues or otherwise;
failure to negotiate and conclude any required commercial agreements or failure to obtain project sanctioning; unforeseen events
preventing the completion of growth projects or rendering them uneconomical to Pembina; reduced amounts of cash available for dividends
to shareholders; increased construction costs, or construction delays, on Pembina's expansion and growth projects; the impact of
competitive entities and pricing; labour and material shortages; reliance on key relationships and agreements; the strength and
operations of the oil and natural gas production industry and related commodity prices; non-performance or default by counterparties
to agreements which Pembina or one or more of its affiliates has entered into in respect of its business; actions by governmental
or regulatory authorities including changes in tax laws and treatment, changes in royalty rates or increased environmental regulation;
fluctuations in operating results; adverse general economic and market conditions in Canada, North America and elsewhere, including
changes in interest rates, foreign currency exchange rates and commodity prices; and certain other risks detailed from time to
time in Pembina's public disclosure documents available at www.sedar.com. Readers are cautioned that this list of risk factors
should not be construed as exhaustive.
The forward-looking statements contained in this document speak only
as of the date of this document. Pembina does not undertake any obligation to publicly update or revise any forward-looking statements
or information contained herein, except as required by applicable laws. The forward-looking statements contained in this document
are expressly qualified by this cautionary statement. Readers are cautioned that management of Pembina approved the financial outlook
contained herein as of the date of this press release. The purpose of the financial outlook contained herein is to give the reader
an indication of the value to Pembina of the planned capital projects. Readers should be aware that the information contained in
the financial outlook contained herein may not be appropriate for other purposes.
Non-GAAP Measures
In this news release, Pembina has used the term earnings before interest,
taxes, depreciation and amortization ("EBITDA"), which is a non-GAAP measure. Management believes that EBITDA provides
useful information to investors as it is an important indicator of the issuer's ability to generate liquidity through cash flow
from operating activities, and is also used by investor and analysts for assessing financial performance and for the purpose of
valuing an issuer, including calculating financial and leverage ratios. EBITDA does not have any standardized meaning under International
Financial Reporting Standards ("IFRS") and should not, therefore, be considered in isolation or used in substitute for
measures of performance prepared in accordance with IFRS. Other issuers may calculate this non-GAAP measure differently. Investors
should be cautioned that this measure should not be construed as alternatives to net earnings, cash flow from operating activities
or other measures of financial results determined in accordance with GAAP as an indicator of Pembina's performance. For additional
information regarding non-GAAP measures, including reconciliations to measures recognized by GAAP, please refer to Pembina's financial
reports, which are available on SEDAR at www.sedar.com and at www.pembina.com.
SOURCE Pembina Pipeline Corporation
%CIK: 0001546066
For further information: Investor Inquiries: Scott Burrows, Vice President,
Capital Markets, (403) 231-3156, 1-855-880-7404, e-mail: investor-relations@pembina.com; Media Inquiries: Laura Lunt, Senior Manager,
Regulatory, Environment & External Relations, (403) 231-7500
CO: Pembina Pipeline Corporation
CNW 06:55e 01-DEC-14
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