Pembina Pipeline Corporation Announces Closing of $400 Million Preferred Share Offering
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CALGARY, Dec. 7, 2017 /CNW/ - Pembina Pipeline Corporation ("Pembina" or the "Company") (TSX: PPL; NYSE: PBA) is pleased to announce that it has closed its previously announced public offering of cumulative redeemable minimum rate reset class A preferred shares, Series 21 (the "Series 21 Preferred Shares") for aggregate gross proceeds of $400 million (the "Offering").
The Offering was announced on November 28, 2017 when Pembina entered into an agreement with a syndicate of underwriters co-led by RBC Capital Markets, CIBC World Markets and Scotiabank. A total of 16,000,000 Series 21 Preferred Shares, which includes 4,000,000 Series 21 Preferred Shares issued pursuant to the exercise of the underwriters' option, were sold under the Offering.
The Company intends to use the net proceeds from the Offering to reduce indebtedness of the Company under its credit facilities. The indebtedness of the Company under the credit facilities was incurred in the normal course of business to fund the Company's capital program, and to fund a portion of the cash consideration payable to former common shareholders of Veresen Inc. ("Veresen") pursuant to the plan of arrangement with Veresen which closed on October 2, 2017.
The Series 21 Preferred Shares will begin trading on the Toronto Stock Exchange today under the symbol PPL.PR.U.
Dividends on the Series 21 Preferred Shares are expected to be $1.225 per share annually, payable quarterly on the 1st day of March, June, September and December, as and when declared by the Board of Directors of Pembina, for the initial fixed rate period to but excluding March 1, 2023. The first dividend, if declared, will be payable March 1, 2018, in the amount of $0.2819 per share.
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.
Calgary-based Pembina Pipeline Corporation is a leading transportation and midstream service provider that has been serving North America's energy industry for over 60 years. Pembina owns and operates an integrated system of pipelines that transport various products derived from natural gas and hydrocarbon liquids produced primarily 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. Pembina's integrated assets and commercial operations along the majority of the hydrocarbon value chain allow it to offer a full spectrum of midstream and marketing services to the energy sector. Pembina is committed to working with its community and aboriginal neighbours, while providing value for investors in a safe, environmentally responsible manner. This balanced approach to operating ensures the trust Pembina builds among all of its stakeholders is sustainable over the long term. Pembina's common shares trade on the Toronto and New York stock exchanges under PPL and PBA, respectively. Pembina's preferred shares also trade on the Toronto stock exchange. For more information, visit www.pembina.com.
Forward-Looking Statements & Information
This document contains certain forward-looking statements and information (collectively, "forward-looking 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 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.
In particular, this news release contains forward-looking statements relating to the planned use of proceeds from the Offering, the commencement of trading of the Series 21 Preferred Shares, and the timing and amount of dividend payments. These forward-looking statements 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 the prospectus supplement dated November 30, 2017, the final short form base shelf prospectus dated July 27, 2017 and in Pembina's management's discussion and analysis and annual information form for the year ended December 31, 2016, which can be found at www.sedar.com. There can be no assurance that dividends will be paid. The declaration and payment of any dividend by Pembina is at the discretion of the Company's Board of Directors and will depend on numerous factors, including compliance with applicable laws and the financial performance, debt, obligations, working capital requirements and future capital requirements of Pembina and its subsidiaries. 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.
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
For further information: Investor Relations, Cameron Goldade, (403) 231-3156, 1-855-880-7404, e-mail: [email protected], www.pembina.com