EXHIBIT 99.1
NEWS RELEASE
South Bow Reports Second-quarter 2025 Results and Declares Dividend
CALGARY, Alberta, Aug. 06, 2025 (GLOBE NEWSWIRE) -- South Bow Corp. (TSX & NYSE: SOBO) (South Bow or the Company) reports its second-quarter 2025 financial and operational results. Unless otherwise noted, all financial figures in this news release are in U.S. dollars.
Highlights
Safety and operational performance
Financial performance
Returns to shareholders
Spinoff activities
South Bow's unaudited consolidated interim financial statements and notes (the financial statements), and management's discussion and analysis (MD&A) as at and for the three and six months ended June 30, 2025 (the Q2 2025 MD&A) are available on South Bow's website at www.southbow.com, under South Bow's SEDAR+ profile at www.sedarplus.ca, and in South Bow’s filings with the U.S. Securities and Exchange Commission (SEC) at www.sec.gov. The disclosure under the section "Specified Financial Measures" in the Q2 2025 MD&A is incorporated by reference into this news release.
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1 Non-GAAP financial measure or non-GAAP ratio that do not have standardized meanings under generally accepted accounting principles (GAAP) and may not be comparable to measures presented by other entities. See “Specified financial measures” of this news release.
2 In the second quarter of 2025, South Bow modified the definition of distributable cash flow. Comparative measures have been restated to reflect these changes. See “Specified financial measures” of this news release.
Financial and operational results
$ millions, unless otherwise noted | Three Months Ended | Six Months Ended | ||||||
March 31, 2025 | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 | ||||
FINANCIAL RESULTS | ||||||||
Revenue | 498 | 524 | 554 | 1,022 | 1,098 | |||
Income from equity investments | 13 | 13 | 13 | 26 | 25 | |||
Net income | 88 | 96 | 88 | 184 | 200 | |||
Per share 1 | 0.42 | 0.46 | 0.42 | 0.88 | 0.96 | |||
Normalized net income 2 | 98 | 87 | 71 | 185 | 185 | |||
Per share 1 2 | 0.47 | 0.42 | 0.34 | 0.89 | 0.89 | |||
Normalized EBITDA 2 | 266 | 250 | 241 | 516 | 539 | |||
Keystone Pipeline System | 235 | 234 | 243 | 469 | 520 | |||
Marketing | 16 | (1 | ) | (13 | ) | 15 | (4 | ) |
Intra-Alberta & Other | 15 | 17 | 11 | 32 | 23 | |||
Distributable cash flow 2 3 | 157 | 167 | 90 | 324 | 276 | |||
Dividends declared | 104 | 104 | — | 208 | — | |||
Per share 1 | 0.50 | 0.50 | — | 1.00 | — | |||
Capital expenditures 4 | 32 | 34 | 20 | 66 | 32 | |||
Total long-term debt 5 | 5,719 | 5,774 | 5,905 | 5,774 | 5,905 | |||
Net debt 2 6 | 4,910 | 4,903 | 5,578 | 4,903 | 5,578 | |||
Net debt-to-normalized EBITDA (ratio) 2 7 | 4.6 | 4.6 | 5.0 | 4.6 | 5.0 | |||
Common shares outstanding, weighted average diluted (millions) 8 | 208.7 | 208.8 | 207.6 | 208.7 | 207.6 | |||
Common shares outstanding (millions) 8 | 208.2 | 208.2 | 207.6 | 208.2 | 207.6 | |||
OPERATIONAL RESULTS | ||||||||
Keystone Pipeline System Operating Factor (SOF) (%) 9 | 98 | 93 | 94 | 95 | 95 | |||
Keystone Pipeline throughput (Mbbl/d) | 613 | 544 | 623 | 578 | 633 | |||
U.S. Gulf Coast segment of Keystone Pipeline System throughput (Mbbl/d) 10 | 726 | 760 | 802 | 744 | 790 | |||
Marketlink throughput (Mbbl/d) | 549 | 625 | 622 | 588 | 602 |
Milepost 171 incident
Outlook
Market outlook
2025 guidance
South Bow’s 2025 annual guidance is outlined below:
$ millions, except percentages | 2025 Guidance 1 2 (May 2025) | 2025 Guidance 2 (August 2025) | 2025 YTD Actuals |
Normalized EBITDA 3 | 1,010 +1% / -2% | 1,010 +1% / -2% | 516 |
Interest expense | 325 +/- 2% | 325 +/- 2% | 164 |
Effective tax rate (%) | 23% - 24% | 23% - 24% | 23% |
Distributable cash flow 3 4 | 535 +/- 3% | 590 +/- 3% | 324 |
Capital expenditures | |||
Growth 5 | 110 +/- 3% | 110 +/- 3% | 75 |
Maintenance 5 6 | 65 +/- 3% | 55 +/- 3% | 21 |
Capital allocation priorities
Investor day
South Bow will hold its inaugural investor day on Nov. 19, 2025 in New York City. The webcasted event will include presentations from South Bow’s senior leadership on the Company’s long-term strategy, capital allocation priorities, and growth outlook.
Conference call and webcast details
South Bow's senior leadership will host a conference call and webcast to discuss the Company's second-quarter 2025 results on Aug. 7, 2025 at 8 a.m. MT (10 a.m. ET).
Date | Aug. 7, 2025 |
Time | 8 a.m. MT (10 a.m. ET) |
Conference call link | https://register-conf.media-server.com/register/BI5bf19c78c2b34999aabccc02e536a8f7 |
Webcast link | https://edge.media-server.com/mmc/p/yghz5jhj |
Register ahead of time to receive a unique PIN to access the conference call via telephone. Once registered, participants can dial into the conference call from their telephone via the unique PIN or click on the "Call Me" option to receive an automated call directly on their telephone.
Visit www.southbow.com/investors for the replay following the event.
Specified financial measures
Non-GAAP financial measures
In this news release, South Bow references certain non-GAAP financial measures and non-GAAP ratios that do not have standardized meanings under GAAP and may not be comparable to similar measures presented by other entities. These non-GAAP financial measures and non-GAAP ratios include or exclude adjustments to the composition of the most directly comparable GAAP measures. Management considers these non-GAAP financial measures and non-GAAP ratios to be important in evaluating and understanding the operational performance and liquidity of South Bow. These non-GAAP financial measures and non-GAAP ratios should not be considered in isolation or as a substitute for financial information or measures of performance presented in accordance with GAAP.
South Bow’s non-GAAP financial measures and non-GAAP ratios used in this news release include:
These non-GAAP financial measures and non-GAAP ratios are further described below, with a reconciliation to their most directly comparable GAAP measure.
Normalizing items
Normalized measures are, or include, non-GAAP financial measures and non-GAAP ratios and include normalized EBITDA, segment normalized EBITDA, normalized net income, normalized net income per share, distributable cash flow, and net debt-to-normalized EBITDA ratio. Management uses these normalized measures to assess the financial performance of South Bow’s operations and compare period-over-period results. During certain reporting periods, the Company may incur costs that are not indicative of core operations or results. These normalized measures represent income (loss), adjusted for specific normalizing items that are believed to be significant; however, are not reflective of South Bow’s underlying operations in the period.
These specific normalizing items include gains or losses on sales of assets or assets held for sale, unrealized fair value adjustments related to risk management activities, tariff charges, acquisition, integration, and restructuring costs, and other charges, including but not limited to, impairment, contractual costs, and settlements.
South Bow excludes the unrealized fair value adjustments related to risk management activities, as these represent the changes in the fair value of derivatives, but do not accurately reflect the gains and losses that will be realized at settlement and impact income. Therefore, South Bow does not consider these items reflective of the Company’s underlying operations, despite providing effective economic hedges. Realized gains and losses on grade financial contracts are adjusted to improve comparability, as they settle in a subsequent period to the underlying transaction they are hedged against.
South Bow excludes tariff charges as they are not reflective of ongoing business conducted by the Company and are subject to uncertainty.
Separation costs relate to internal costs and external fees incurred specific to the Spinoff. These items have been excluded from normalized measures, as Management does not consider them reflective of ongoing operations and they are non-recurring in nature.
Normalized EBITDA and segment normalized EBITDA
Normalized EBITDA and segment normalized EBITDA are used as measures of earnings from ongoing operations. Management uses these measures to monitor and evaluate the financial performance of the Company’s operations and to identify and evaluate trends. These measures are useful for investors as they allow for a more accurate comparison of financial performance of the Company across periods for ongoing operations. Normalized EBITDA and segment normalized EBITDA represent income (loss) before income taxes, adjusted for the normalizing items, in addition to excluding charges for depreciation and amortization, interest expense, and interest income and other.
The following table reconciles income (loss) before income taxes to normalized EBITDA for the indicated periods:
$ millions | Three Months Ended | Six Months Ended | ||||||||
March 31, 2025 | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 | ||||||
Income before income taxes | 114 | 126 | 110 | 240 | 256 | |||||
Adjusted for specific items: | ||||||||||
Depreciation and amortization | 62 | 63 | 62 | 125 | 123 | |||||
Interest expense | 83 | 81 | 95 | 164 | 189 | |||||
Interest income and other | (6 | ) | (8 | ) | (6 | ) | (14 | ) | (13 | ) |
Risk management instruments | 6 | (15 | ) | (26 | ) | (9 | ) | (26 | ) | |
Separation costs | 3 | 3 | 6 | 6 | 10 | |||||
Tariff charges | 1 | — | — | 1 | — | |||||
Keystone XL costs and other | 3 | — | — | 3 | — | |||||
Normalized EBITDA | 266 | 250 | 241 | 516 | 539 |
The following table reconciles income (loss) before income taxes to normalized EBITDA by operating segment for the indicated periods:
$ millions | Three Months Ended March 31, 2025 | ||||||
Keystone Pipeline System | Marketing | Intra-Alberta & Other | Total | ||||
Income (loss) before income taxes | 175 | 9 | (70 | ) | 114 | ||
Adjusted for specific items: | |||||||
Depreciation and amortization | 59 | — | 3 | 62 | |||
Interest expense | — | — | 83 | 83 | |||
Interest income and other | (2 | ) | — | (4 | ) | (6 | ) |
Risk management instruments | — | 6 | — | 6 | |||
Separation costs | — | — | 3 | 3 | |||
Tariffs | — | 1 | — | 1 | |||
Keystone XL costs and other | 3 | — | — | 3 | |||
Segment normalized EBITDA | 235 | 16 | 15 | 266 |
$ millions | Three Months Ended June 30, 2025 | |||||||
Keystone Pipeline System | Marketing | Intra-Alberta & Other | Total | |||||
Income (loss) before income taxes | 177 | 14 | (65 | ) | 126 | |||
Adjusted for specific items: | ||||||||
Depreciation and amortization | 59 | — | 4 | 63 | ||||
Interest expense | — | — | 81 | 81 | ||||
Interest income and other | (2 | ) | — | (6 | ) | (8 | ) | |
Risk management instruments | — | (15 | ) | — | (15 | ) | ||
Separation costs | — | — | 3 | 3 | ||||
Tariff charges | — | — | — | — | ||||
Keystone XL costs and other | — | — | — | — | ||||
Segment normalized EBITDA | 234 | (1 | ) | 17 | 250 |
$ millions | Three Months Ended June 30, 2024 | ||||||
Keystone Pipeline System | Marketing | Intra-Alberta & Other | Total | ||||
Income (loss) before income taxes | 181 | 13 | (84 | ) | 110 | ||
Adjusted for specific items: | |||||||
Depreciation and amortization | 60 | — | 2 | 62 | |||
Interest expense | 2 | — | 93 | 95 | |||
Interest income and other | — | — | (6 | ) | (6 | ) | |
Risk management instruments | — | (26 | ) | — | (26 | ) | |
Separation costs | — | — | 6 | 6 | |||
Segment normalized EBITDA | 243 | (13 | ) | 11 | 241 |
$ millions | Six Months Ended June 30, 2025 | |||||||
Keystone Pipeline System | Marketing | Intra-Alberta & Other | Total | |||||
Income (loss) before income taxes | 352 | 23 | (135 | ) | 240 | |||
Adjusted for specific items: | ||||||||
Depreciation and amortization | 118 | — | 7 | 125 | ||||
Interest expense | — | — | 164 | 164 | ||||
Interest income and other | (4 | ) | — | (10 | ) | (14 | ) | |
Risk management instruments | — | (9 | ) | — | (9 | ) | ||
Separation costs | — | — | 6 | 6 | ||||
Tariff charges | — | 1 | — | 1 | ||||
Keystone XL costs and other | 3 | — | — | 3 | ||||
Segment normalized EBITDA | 469 | 15 | 32 | 516 |
$ millions | Six Months Ended June 30, 2024 | |||||||
Keystone Pipeline System | Marketing | Intra-Alberta & Other | Total | |||||
Income (loss) before income taxes | 399 | 22 | (165 | ) | 256 | |||
Adjusted for specific items: | ||||||||
Depreciation and amortization | 120 | — | 3 | 123 | ||||
Interest expense | 3 | 1 | 185 | 189 | ||||
Interest income and other | (2 | ) | (1 | ) | (10 | ) | (13 | ) |
Risk management instruments | — | (26 | ) | — | (26 | ) | ||
Separation costs | — | — | 10 | 10 | ||||
Segment normalized EBITDA | 520 | (4 | ) | 23 | 539 |
Normalized net income and normalized net income per share
Normalized net income represents net income adjusted for the normalizing items described above and is used by Management to assess the earnings that are representative of South Bow’s operations. By adjusting for non-recurring items and other factors that do not reflect the Company's ongoing performance, normalized net income provides a clearer picture of the Company's continuing operations. This measure is particularly useful for investors as it allows for a more accurate comparison of financial performance and trends across different periods. On a per share basis, normalized net income is derived by dividing the normalized net income by the weighted average common shares outstanding at the end of the period. Management believes this per share measure is valuable for investors as it provides insight into South Bow’s profitability on a per share basis, assisting in evaluating the Company's performance.
The following table reconciles net income to normalized net income for the indicated periods:
$ millions, except common shares outstanding and per share amounts | Three Months Ended | Six Months Ended | ||||||||
March 31, 2025 | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 | ||||||
Net income | 88 | 96 | 88 | 184 | 200 | |||||
Adjusted for specific items: | ||||||||||
Risk management instruments | 6 | (15 | ) | (26 | ) | (9 | ) | (26 | ) | |
Separation costs | 3 | 3 | 6 | 6 | 10 | |||||
Tariff charges | 1 | — | — | 1 | — | |||||
Keystone XL costs and other | 3 | — | — | 3 | — | |||||
Tax effect of the above adjustments | (3 | ) | 3 | 3 | — | 1 | ||||
Normalized net income | 98 | 87 | 71 | 185 | 185 | |||||
Common shares outstanding, weighted average diluted (millions) | 208.7 | 208.8 | 207.6 | 208.7 | 207.6 | |||||
Normalized net income per share | 0.47 | 0.42 | 0.34 | 0.89 | 0.89 |
Distributable cash flow
Distributable cash flow is used to assess the cash generated through business operations that can be used for South Bow’s capital allocation decisions, helping investors understand the Company's cash-generating capabilities and its potential for returning value to shareholders. Distributable cash flow is based on income (loss) before income taxes, adjusted for depreciation and amortization, the normalizing items discussed above, and further adjusted for specific items, including income and distributions from the Company’s equity investments, maintenance capital expenditures, which are capitalized and generally recoverable through South Bow’s tolling arrangements, and current income taxes.
In the second quarter of 2025, South Bow modified the definition of distributable cash flow to no longer adjust income (loss) before income taxes for interest income and other. Management believes that this modified definition of distributable cash flow more accurately reflects the amount of cash generated through business operations that can be used for South Bow’s capital allocation decisions. Comparative measures have been restated to reflect these changes.
The following table reconciles income (loss) before income taxes to distributable cash flow for the indicated periods:
$ millions | Three Months Ended | Six Months Ended | ||||||||
March 31, 2025 | June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 | ||||||
Income before income taxes | 114 | 126 | 110 | 240 | 256 | |||||
Adjusted for specific items: | ||||||||||
Depreciation and amortization | 62 | 63 | 62 | 125 | 123 | |||||
Normalizing items, net of tax 1 | 10 | (9 | ) | (15 | ) | 1 | (12 | ) | ||
Income from equity investments | (13 | ) | (13 | ) | (13 | ) | (26 | ) | (25 | ) |
Distributions from equity investments | 19 | 18 | 13 | 37 | 33 | |||||
Maintenance capital expenditures 2 3 | (13 | ) | (8 | ) | (21 | ) | (21 | ) | (24 | ) |
Current income tax expense | (22 | ) | (10 | ) | (46 | ) | (32 | ) | (75 | ) |
Distributable cash flow | 157 | 167 | 90 | 324 | 276 |
Net debt and net debt-to-normalized EBITDA ratio
Net debt is used as a key leverage measure to assess and monitor South Bow's financing structure, providing an overview of the Company's long-term debt obligations, net of cash and cash equivalents. Management believes this measure is useful for investors as it offers insights into the Company's financial health and its ability to manage and service its debt obligations. Net debt is defined as the sum of total long-term debt with 50% treatment of the Company’s junior subordinated notes, operating lease liabilities, and dividends payable, less cash and cash equivalents, per the Company’s consolidated balance sheets.
Net debt-to-normalized EBITDA ratio is used to monitor South Bow’s leverage position relative to its normalized EBITDA for the trailing four quarters. This ratio provides investors with insight into the Company's ability to service its long-term debt obligations relative to its operational performance. A lower ratio indicates stronger financial health and greater capacity to meet its debt obligations.
$ millions, except ratios | March 31, 2025 | June 30, 2025 | June 30, 2024 | |||
Long-term debt to affiliates of TC Energy | — | — | 5,905 | |||
Senior unsecured notes | 4,632 | 4,688 | — | |||
Junior subordinated notes | 1,087 | 1,086 | — | |||
Total long-term debt | 5,719 | 5,774 | 5,905 | |||
Adjusted for: | ||||||
Hybrid treatment for junior subordinated notes 1 | (544 | ) | (543 | ) | — | |
Operating lease liabilities | 21 | 20 | 19 | |||
Dividends payable | 104 | 104 | — | |||
Cash and cash equivalents | (390 | ) | (452 | ) | (346 | ) |
Net debt | 4,910 | 4,903 | 5,578 | |||
Normalized EBITDA for the trailing four quarters | 1,059 | 1,068 | 1,114 | |||
Net debt-to-normalized EBITDA (ratio) | 4.6 | 4.6 | 5.0 |
Forward-looking information and statements
This news release contains certain forward-looking statements and forward-looking information (collectively, forward-looking statements), including forward-looking statements within the meaning of the "safe harbor" provisions of applicable securities legislation, that are based on South Bow's current expectations, estimates, projections, and assumptions in light of its experience and its perception of historical trends. All statements other than statements of historical facts may constitute forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as, "anticipate", "will", "expect", "estimate", "potential", "future", "outlook", "strategy", "maintain", "ongoing", "intend", and similar expressions suggesting future events or future performance.
In particular, this news release contains forward-looking statements, including certain financial outlooks, pertaining to, without limitation, the following: South Bow’s corporate vision and strategy, including its strategic and capital allocation priorities, its satisfaction thereof, and outlook; the Blackrod Connection Project, including in-service dates, and costs thereof; PHMSA approvals and satisfaction of the CAO; expected interest expense and tax rate; expected capital expenditures; expected dividends; expected Marketing losses; expected one-time separation costs relating to the Spinoff; expected shareholder returns and asset returns; demand for uncommitted capacity on the Keystone System; treatment under current and future regulatory regimes, including those relating to taxes, tariffs, and the environment; South Bow’s financial guidance for 2025 and beyond, including 2025 normalized EBITDA, 2025 interest expense, 2025 distributable cash flow, and 2025 capital expenditures; South Bow’s financial strength and flexibility; expected low risk associated with committed shipper arrangements; expected exit of the TSA and implementation of the SCADA system; expected receipt and sharing of investigative, root cause, and failure mechanism findings related to the MP-171 incident; expected ability to meet contractual throughput commitments on the Keystone Pipeline under the CAO; the expectation that South Bow will ensure safe and reliable operations on the Keystone Pipeline; expected remedial actions, timing for, and cost and coverage of, the remediation of the MP-171 incident; potential financial contributions from uncommitted capacity on the Keystone Pipeline System; and impacts of the findings of the RCFA and response to the MP-171 incident on the financial and operational outlook.
The forward-looking statements are based on certain assumptions that South Bow has made in respect thereof as of the date of this news release regarding, among other things: oil and gas industry development activity levels and the geographic region of such activity; that favourable market conditions exist and that South Bow has and will have available capital to fund its capital expenditures and other planned spending; prevailing commodity prices, interest rates, inflation levels, carbon prices, tax rates, and exchange rates; the ability of South Bow to maintain current credit ratings; the availability of capital to fund future capital requirements; future operating costs; asset integrity costs; that all required regulatory and environmental approvals can be obtained on the necessary terms in a timely manner; and prevailing regulatory, tax, and environmental laws and regulations.
Although South Bow believes the assumptions and other factors reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these assumptions and factors will prove to be correct and, as such, forward-looking statements are not guarantees of future performance. Forward-looking statements are subject to a number of known and unknown risks and uncertainties that could cause actual events or results to differ materially, including, but not limited to: the regulatory environment and related decisions and requirements; the impact of competitive entities and pricing; reliance on third parties to successfully operate and maintain certain assets; the strength and operations of the energy industry; weakness or volatility in commodity prices; non-performance or default by counterparties; actions taken by governmental or regulatory authorities; the ability of South Bow to acquire or develop and maintain necessary infrastructure; fluctuations in operating results; adverse general economic and market conditions; the ability to access various sources of debt and equity capital on acceptable terms; and adverse changes in credit. The foregoing list of assumptions and risk factors should not be construed as exhaustive. For additional information on the assumptions made, and the risks and uncertainties which could cause actual results to differ from the results implied by forward-looking statements, refer to South Bow's annual information form dated March 5, 2025, available under South Bow's SEDAR+ profile at www.sedarplus.ca and, from time to time, in South Bow's public disclosure documents, available on South Bow's website at www.southbow.com, under South Bow's SEDAR+ profile at www.sedarplus.ca, and in South Bow’s filings with the SEC at www.sec.gov.
Management approved the financial outlooks contained in this news release, including 2025 normalized EBITDA, 2025 interest expense, 2025 distributable cash flow, and 2025 capital expenditures as of the date of this news release. The purpose of these financial outlooks is to inform readers about Management’s expectations for the Company’s financial and operational results in 2025, and such information may not be appropriate for other purposes.
The forward-looking statements contained in this news release speak only as of the date hereof. South Bow does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. All forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
About South Bow
South Bow safely operates 4,900 kilometres (3,045 miles) of crude oil pipeline infrastructure, connecting Alberta crude oil supplies to U.S. refining markets in Illinois, Oklahoma, and the U.S. Gulf Coast through our unrivalled market position. We take pride in what we do – providing safe and reliable transportation of crude oil to North America's highest demand markets. Based in Calgary, Alberta, South Bow is the investment-grade spinoff company of TC Energy, with Oct. 1, 2024 marking South Bow's first day as a standalone entity. To learn more, visit www.southbow.com.
Contact information Investor Relations Martha Wilmot investor.relations@southbow.com | Media Relations Solomiya Lyaskovska communications@southbow.com |