UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT
TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September, 2014
Commission File Number: 001-35563
PEMBINA PIPELINE CORPORATION
(Name of registrant)
3800, 525 –
8th Avenue S.W.
Calgary, Alberta T2P 1G1
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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PEMBINA PIPELINE CORPORATION |
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Date: September 2, 2014 |
By: |
/s/ Scott Burrows |
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Name: Scott Burrows |
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Title: Vice President, Capital Markets |
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Form 6-K Exhibit Index
Exhibit
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Document
Description |
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99.1 |
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News Release Dated September 2, 2014 - Pembina Pipeline Corporation Increases Size of Preferred Share Offering
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Exhibit 99.1
Pembina Pipeline Corporation Increases Size of Preferred Share
Offering
CALGARY, Sept. 2, 2014 /CNW/ - 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
%CIK: 0001546066
For further information:
Investor Inquiries:
Scott Burrows
Vice President, Capital Markets
(403) 231-3156
1-855-880-7404
e-mail: investor-relations@pembina.com
Media Inquiries:
Laura Lunt
Senior Manager, Regulatory, Environment & External Relations
(403) 231-7500
CO: Pembina Pipeline Corporation
CNW 12:41e 02-SEP-14
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