Mr. Francois Poirier reports

TC ENERGY ANNOUNCES SALE OF PORTLAND NATURAL GAS TRANSMISSION SYSTEM

TC Energy Corp. and its partner, Northern New England Investment Company Inc., a subsidiary of Energir LP, have entered into a purchase and sale agreement to sell Portland Natural Gas Transmission System (PNGTS) to BlackRock, through a fund managed by its diversified infrastructure business, and investment funds managed by Morgan Stanley Infrastructure Partners for a gross purchase price of $1.14-billion (U.S.), which includes the assumption of $250-million (U.S.) of outstanding senior notes held at PNGTS. This transaction implies a valuation of approximately 11 times reported 2023 comparable EBITDA (earnings before interest, taxes, depreciation and amortization).

"Today's announcement represents continued progress toward achieving our 2024 strategic priority of enhancing our balance sheet strength by delivering approximately $3-billion in asset divestitures. We are committed to reaching our 4.75 times debt-to-EBITDA upper limit by year-end and expect to have further asset divestiture announcements through the year," said Francois Poirier, TC Energy's president and chief executive officer. "This sale of a non-core asset at a strong valuation is a unique opportunity to support our capital rotation and deleveraging priorities while continuing to meet the needs of the communities PNGTS serves."

The cash proceeds will be split pro rata according to the current PNGTS ownership interests (TC Energy 61.7 per cent, Energir 38.3 per cent) and will be paid at closing, subject to certain customary adjustments. As part of the transaction, the buyer will assume the outstanding senior notes held at PNGTS and currently consolidated on TC Energy's balance sheet. The transaction is expected to close in mid-2024, subject to the receipt of regulatory approvals and customary closing conditions.

PNGTS is a 475-kilometre (295-mile), Federal Energy Regulatory Commission-regulated transporter of natural gas serving the upper New England and Atlantic Canada markets. The pipeline receives natural gas from the Trans Quebec and Maritimes Pipeline via the Canadian Mainline. TC Energy will provide customary transition services and will work jointly with the buyer to ensure the safe and orderly transition of this critical natural gas system.

TC Energy's focus for 2024 remains clear. The company will continue maximizing the value of its assets through safety and operational excellence, delivering its secured capital program on time and on budget, and enhancing its balance sheet strength and financial flexibility through asset divestitures and streamlining its business through efficiency efforts. TC Energy's 2024 financial guidance and growth outlook through 2026 remain unchanged as a result of this announcement.

Barclays acted as exclusive financial adviser to TC Energy and Energir on the transaction. Bracewell LLP acted as legal adviser to TC Energy.

About TC Energy Corp.

TC Energy is a team of greater than 7,000 energy problem-solvers working to safely move, generate and store the energy North America relies on. Today, the company is delivering solutions to the world's toughest energy challenges -- from innovating to deliver the natural gas that feeds LNG (liquified natural gas) to global markets, to working to reduce emissions from its assets, to partnering with its neighbours, customers and governments to build the energy system of the future.

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