All financial figures are in Canadian dollars, unless
otherwise noted.
CALGARY, Sept. 11, 2014 /PRNewswire/ - 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 10,000,000 cumulative redeemable rate reset
class A preferred shares, series 7 (the "Series 7 Preferred
Shares") for aggregate gross proceeds of $250 million (the "Offering").
The Offering was announced on September 2, 2014 when Pembina entered into an
agreement with a syndicate of underwriters. Due to strong investor
demand, the size of the Offering was increased from an originally
proposed offering of 6,000,000 Series 7 Preferred Shares plus an
underwriters' option to purchase up to an additional 2,000,000
Series 7 Preferred Shares (for aggregate gross proceeds of
$200 million assuming the
underwriters' option had been exercised in full).
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 affiliated with
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, including
the approval of the Toronto Stock
Exchange. Further details about the Transaction are set out in a
separate press release from Pembina dated September 2, 2014, and which may be found on
Pembina's SEDAR profile at www.sedar.com.
The Series 7 Preferred Shares will begin trading
on the Toronto Stock Exchange today under the symbol PPL.PR.G.
Dividends on the Series 7 Preferred Shares are
expected to be $0.2813 quarterly, or
$1.125 per share on an annualized
basis, payable 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
December 1, 2019.
All of Pembina's dividends are designated
"eligible dividends" for Canadian income tax purposes.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy the Series 7 Preferred
Shares in any jurisdiction. The Series 7 Preferred Shares to be
offered have not been and will not be registered under the United
States Securities Act of 1933, as amended, or under any state
securities laws, and may not be offered or sold within the United States.
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.
In particular, this news release contains
forward-looking statements and information relating to the planned
use of proceeds and information relating to future dividends which
may be declared on Pembina's Series 7 Preferred Shares. 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;
with respect to Pembina's dividends: prevailing commodity prices,
margins and exchange rates; that Pembina's future results of
operations will be consistent with past performance and management
expectations in relation thereto; the continued availability of
capital relating to expansions, upgrades and maintenance shutdowns;
the success of growth projects; future operating costs; that
counterparties to material agreements will continue to perform in a
timely manner; that there are no unforeseen events preventing the
performance of contracts; and that there are no unforeseen material
construction, integrity or other costs relating to current growth
projects or current operations. 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