TransCanada PipeLines Limited (TCPL) is offering $1,000,000,000 aggregate principal amount of 5.20% Fixed-to-Fixed Rate Subordinated Notes due February 15, 2056. From August 14, 2025, to February 15, 2031, the Notes will bear interest at 5.20% annually, payable semi-annually on February 15 and August 15, starting February 15, 2026. Thereafter, the rate will reset every five years to the Five-Year Government of Canada Yield plus 2.148%, with a minimum of 5.20%. The first interest payment will be a long first coupon of $26.14246575 per $1,000 principal amount.

TCPL may, at its discretion, defer interest payments for up to 10 consecutive years, with deferred amounts compounding until paid, subject to dividend and parity debt payment restrictions. The Notes may be redeemed at par from November 15, 2030, to the initial reset date, and thereafter on any interest payment or reset date. Redemption is also allowed at par upon a Tax Event or at 102% upon a Rating Event, plus accrued interest in each case.

The offering is underwritten by CIBC World Markets Inc., BMO Nesbitt Burns Inc., TD Securities Inc., RBC Dominion Securities Inc., Scotia Capital Inc., National Bank Financial Inc., and ATB Securities Inc., all affiliates of TCPL lenders. Legal counsel is Blake, Cassels & Graydon LLP for TCPL and Norton Rose Fulbright Canada LLP for the underwriters.