Brookfield Acquires Colonial Enterprises for $9B, Expanding Oil-Pipeline Portfolio 

Brookfield Infrastructure Partners (BIP) has agreed to acquire 100% of Colonial Enterprises, which includes the Colonial Pipeline, for approximately $9 billion or 9x EBITDA. Colonial operates the largest refined products system in the U.S., spanning 5,500 miles between Texas and New York. 

BIP’s equity investment is expected to be $500 million, which represents approximately 15% of the total equity investment, funded through proceeds from recent capital recycling initiatives. The transaction is expected to close in the second half of 2025.  

Shell will receive $1.45 billion from the sale of its 16.125% stake in Colonial Enterprises, held through its subsidiary Shell Midstream Operating. The proceeds include approximately $500 million in non-recourse debt, with the rest in cash. 

All five current Colonial owners are selling their entire stakes to BIP. Besides Shell, the ownership group includes Koch Capital Investments Company (28.088%), KKR-Keats Pipeline Investors (23.443%), Caisse de dépôt et placement du Québec (16.549%), and IFM Investors (15.795%). 

In mid-March, BIP sold its final 25% stake in the Natural Gas Pipeline Company of America (NGPL) to funds managed by ArcLight Capital Partners for over $1.7 billion. 

Debt financing for the transaction was led by Morgan Stanley Senior Funding, Inc. and Mizuho Bank, Ltd., with Morgan Stanley Senior Funding, Inc. acting as sole bookrunner on the term loan facility. Brookfield Infrastructure engaged Jefferies LLC, Greenhill & Co. LLC, a Mizuho affiliate, and Morgan Stanley & Co. LLC as joint financial advisors and Kirkland & Ellis LLP as legal advisor.