Mr. Dan Cuthbertson reports
KEYERA CORP. ANNOUNCES SUCCESSFUL COMPLETION OF CONSENT SOLICITATION FOR OUTSTANDING HYBRID NOTES
Keyera Corp., further to its news releases on Sept. 15, 2025, Sept. 29, 2025, and Oct. 20, 2025, has successfully completed its previously announced solicitation of written consents from holders as of Oct. 17, 2025 (being the record date for the consent solicitation), of its $600-million of 6.875 per cent fixed-to-floating rate subordinated notes, Series 2019, due June 13, 2079, and $350-million of 5.950 per cent fixed-to-fixed rate subordinated notes, Series 2021, due March 10, 2081.
Results of the consent solicitation
Based on the report of the tabulation agent, the consent solicitation received strong support and was approved by noteholders, exceeding the required threshold of not less than 66-2/3rds per cent of the aggregate outstanding principal amount of each series of notes.
As a result, the extraordinary resolutions authorizing certain proposed amendments to the indentures governing the notes have been approved. The proposed amendments will be effected through supplemental indentures dated Nov. 3, 2025, pursuant to which all outstanding principal amount of the 2019 notes and 2021 notes will be exchanged for an equal principal amount of new notes.
Description of the new notes
The new notes will have the same economic terms as the 2019 notes and 2021 notes, including the interest rate, payment dates, maturity date and redemption provisions. However, the new notes will not include provisions requiring the automatic conversion into preferred shares upon certain bankruptcy or related events.
The removal of these provisions ensures the new notes will rank equally in right of payment with Keyera's most recently issued hybrid securities, bringing all outstanding hybrid instruments into alignment. Following the completion of the note exchange, Morningstar DBRS is expected to confirm the instrument rating of the new notes consistent with Keyera's other hybrid notes.
Advisers
RBC Dominion Securities Inc. acted as solicitation agent for the consent solicitation. Computershare Investor Services Inc. acted as tabulation agent.
About Keyera Corp.
Keyera operates an integrated Canadian-based energy infrastructure business with extensive interconnected assets and depth of expertise in delivering energy solutions. Its predominantly fee-for-service-based business consists of natural gas gathering and processing; natural gas liquids processing, transportation, storage and marketing; iso-octane production and sales; and an industry-leading condensate system in the Edmonton/Fort Saskatchewan area of Alberta. Keyera strives to provide high-quality, value-added services to its customers across North America, and is committed to conducting its business ethically, safely, and in an environmentally and financially responsible manner.
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