On June 28, 2016, Riverstone Investment Group LLC (Riverstone) completed the acquisition of a 50-per-cent ownership interest from Kinder Morgan, Inc. (KMI) in the Utopia Pipeline Project (UPP). Riverstone agreed to an upfront cash payment provided at closing, consisting of reimbursement to KMI for its 50-per-cent share of prior capital expenditure related to the UPP, and a payment in excess of capital expenditure to recognize the value created by KMI in developing the UPP to date. As a 50-per-cent partner in the UPP, Riverstone also agreed to fund its share of future capital expenditure necessary to complete construction and commissioning of the UPP.
The UPP is a common carrier project that will include approximately 215 miles of new, 12-inch diameter pipeline and related facilities constructed primarily within the state of Ohio from Harrison County to Fulton County.
When completed, the UPP will connect with an existing KMI pipeline to transport ethane gas and related products from Ohio to Ontario.
The completed UPP is expected to cost approximately $500 million (excluding capitalized interest).
Vinson & Elkins LLP acted as US counsel for Riverstone. The V&E team was led by partners Dan Komarek and Shay Kuperman. Bennett Jones LLP acted as Canadian counsel to Riverstone on the Canadian portion of the acquisition with a team that included John Mercury, Darcy Moch, Pat Maguire and James McClary.
Bracewell LLP acted as US counsel for KMI. The Bracewell team included partners Stuart Zisman, Robert Jacobson, Cleland Dade, Aaron Roffwarg, Scott Sanders, Rebecca Baker, Gregory Bopp and Timothy Wilkins. Blake, Cassels & Graydon LLP acted as Canadian counsel for KMI on the Canadian portion of the acquisition with a team that included Mungo Hardwicke-Brown, Carrie Aiken, Ky Kvisle, Steve Marshall and Chris Huband.