CALGARY, Sept. 2, 2014 /PRNewswire/ -Pembina Pipeline Corporation ("Pembina" or "the Company") (TSX: PPL;
NYSE: PBA) announced that its offering of cumulative redeemable rate
reset class A preferred shares, Series 7 (the "Series 7 Preferred
Shares") has been increased to 10 million shares. The offering no
longer includes the previously granted underwriters' option. The
aggregate gross proceeds will be $250 million.
The holders of Series 7 Preferred Shares will be entitled to receive
fixed cumulative dividends at an annual rate of $1.125 per share,
payable quarterly on the 1st day of March, June, September and
December, as and when declared by the Board of Directors of Pembina,
yielding 4.50 per cent per annum, for the initial fixed rate period to
but excluding December 1, 2019. The first quarterly dividend payment
date is scheduled for December 1, 2014. The dividend rate will reset on
December 1, 2019 and every five years thereafter at a rate equal to the
sum of the then five-year Government of Canada bond yield plus 2.94 per
cent. The Series 7 Preferred Shares are redeemable by Pembina, at its
option, on December 1, 2019 and on December 1 of every fifth year
thereafter at a price of $25.00 per share plus accrued and unpaid
dividends.
The holders of Series 7 Preferred Shares will have the right to convert
their shares into cumulative redeemable floating rate class A preferred
shares, Series 8 (the "Series 8 Preferred Shares"), subject to certain
conditions, on December 1, 2019 and on December 1 of every fifth year
thereafter. The holders of Series 8 Preferred Shares will be entitled
to receive quarterly floating rate cumulative dividends, as and when
declared by the Board of Directors of Pembina, at a rate equal to the
sum of the then 90-day Government of Canada treasury bill rate plus
2.94 per cent.
Closing of the offering is expected on September 11, 2014, subject to
customary closing conditions.
The proceeds from the offering will be used to help fund a portion of
Pembina's proposed purchase of the Vantage pipeline system and the
Saskatchewan Ethane Extraction Plant from Mistral Midstream Inc. and
other entities controlled by Riverstone Holdings LLC (the
"Transaction"), as well as to fund a portion of the remainder of the
Company's 2014 capital expenditure program and for general corporate
purposes. The Transaction is subject to regulatory approvals including
approval of the National Energy Board and under the Competition Act
(Canada) and the Canada Transportation Act, required consents and other
customary closing conditions. The closing of the offering of the Series
7 Preferred Shares is not conditional on the closing of the
Transaction. If the Transaction does not close, the portion of proceeds
to be allocated to the Transaction will be reallocated to fund a
portion of the remainder of the Company's 2014 capital expenditure
program, and for general corporate purposes.
The offering is being made by means of a prospectus supplement under the
short form base shelf prospectus filed by the Company on February 22,
2013 in each of the provinces of Canada.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States. The
securities have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act")
or any state securities laws and may not be offered or sold within the
United States unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such registration
is available.
About Pembina
Calgary-based Pembina Pipeline Corporation is a leading transportation
and midstream service provider that has been serving North America's
energy industry for 60 years. Pembina owns and operates pipelines that
transport various hydrocarbon liquids including conventional and
synthetic crude oil, heavy oil and oil sands products, condensate
(diluent) and natural gas liquids produced in western Canada. The
Company also owns and operates gas gathering and processing facilities
and an oil and natural gas liquids infrastructure and logistics
business. With facilities strategically located in western Canada and
in natural gas liquids markets in eastern Canada and the U.S., Pembina
also offers a full spectrum of midstream and marketing services that
spans across its operations. Pembina's integrated assets and commercial
operations enable it to offer services needed by the energy sector
along the hydrocarbon value chain.
Forward-Looking Statements & Information
This document contains certain forward-looking statements and
information (collectively, "forward-looking statements") within the
meaning of the "safe harbor" provisions of applicable securities
legislation that are based on Pembina's current expectations,
estimates, projections and assumptions in light of its experience and
its perception of historical trends. In some cases, forward-looking
statements can be identified by terminology such as "plans", "expects",
"proposes", "projects", "will", "estimates", "anticipates", "develop",
"could" and similar expressions suggesting future events or future
performance.
This news release contains certain forward-looking information and
statements that are based on Pembina's current expectations, estimates,
projections and assumptions in light of its experience and its
perception of historical trends. In this news release, such
forward-looking information and statements can be identified by
terminology such as "to be", "expects", "projects" and similar
expressions.
In particular, this news release contains forward-looking statements and
information relating to the planned use of proceeds, including the
Transaction, Pembina's growth projects and size of and timing for the
offering. These forward-looking statements and information are being
made by Pembina based on certain assumptions that Pembina has made in
respect thereof as at the date of this document, including: that
favourable growth parameters continue to exist in respect of current
and future growth projects (including the ability to finance such
projects on favourable terms); and that Pembina's businesses will
continue to achieve sustainable financial results. These
forward-looking statements are not guarantees of future performance and
are subject to a number of known and unknown risks and uncertainties,
including, but not limited to: non-performance of agreements in
accordance with their terms; the impact of competitive entities and
pricing; reliance on key industry partners, alliances and agreements;
the strength and operations of the oil and natural gas production
industry and related commodity prices; the continuation or completion
of third-party projects; regulatory environment and inability to obtain
required regulatory approvals; tax laws and treatment; fluctuations in
operating results; the ability of Pembina to raise sufficient capital
to complete future projects and satisfy future commitments;
construction delays; labour and material shortages; and certain other
risks detailed from time to time in Pembina's public disclosure
documents including, among other things, those detailed under the
heading "Risk Factors" in Pembina's management's discussion and
analysis and annual information form for the year ended December 31,
2013, which can be found at www.sedar.com. In addition, the closing of the offering may not be completed, or may
be delayed, if the conditions to the closing of the offering are not
satisfied on the anticipated timelines or at all. Accordingly, there is
a risk that the offering will not be completed within the anticipated
time, on the terms currently proposed, or at all. The intended use of
the net proceeds of the offering by Pembina may change if the board of
directors of Pembina determines that it would be in the best interests
of Pembina to deploy the proceeds for some other purpose or if the
Transaction does not close as planned.
Accordingly, readers are cautioned that events or circumstances could
cause results to differ materially from those predicted, forecasted or
projected. Such forward-looking statements are expressly qualified by
the above statements. Pembina does not undertake any obligation to
publicly update or revise any forward-looking statements or information
contained herein, except as required by applicable laws.
Pembina Pipeline® is a registered trademark of Pembina Pipeline
Corporation.
SOURCE Pembina Pipeline Corporation