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 October, 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: October 24, 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 October 24, 2014 - Pembina Pipeline Corporation Announces Closing of Vantage Pipeline Acquisition and Interest in Associated
Assets
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Exhibit 99.1
Pembina Pipeline Corporation Announces Closing of Vantage Pipeline Acquisition
and Interest in Associated Assets
CALGARY, Oct. 24, 2014 /CNW/ - Pembina Pipeline Corporation ("Pembina"
or "the Company") (TSX: PPL; NYSE: PBA) is pleased to announce that the Company has completed its previously announced
acquisition (the "Transaction") of the Vantage pipeline system ("Vantage") and Mistral Midstream Inc.'s ("Mistral")
interest in the Saskatchewan Ethane Extraction Plant ("SEEP") from certain entities affiliated with Riverstone Holdings
LLC (the "Seller").
"I am very pleased to add these strategic assets to our energy infrastructure
portfolio" said Mick Dilger, Pembina's President and Chief Executive Officer. "Expanding our footprint into the prolific
Bakken play and connecting it to the Alberta petrochemical market in a low-risk transaction is a logical step for us, and one that
is in line with our integrated strategy. We expect that future opportunities associated with both Vantage and SEEP will provide
further diversification and growth for our asset base, which will ultimately translate into continued long-term value for our shareholders."
Pursuant to the Transaction, Pembina has acquired all of the equity interests
of Vantage Pipeline Canada ULC, Vantage Pipeline US LP and Mistral and repaid Vantage's bank indebtedness of approximately US$224
million in a transaction valued at approximately US$650 million. Pembina paid cash of US$395 million and US$255 million in its
common shares to fund the Transaction. The Company funded the cash portion of the consideration in part with proceeds from its
previously announced bought-deal preferred share issuance, which closed on September 11, 2014, as well as existing credit capacity.
The US$255 million common share portion of the consideration resulted in 5.61 million shares being issued to the Seller. In addition,
given the Transaction's effective date of August 1, 2014, Pembina will reimburse the Seller for approximately US$23 million that
was spent to advance the construction of SEEP between the effective date and the closing date of the Transaction. Pembina is also
pleased to announce that it has reached an agreement to acquire the remaining 10 percent interest in SEEP, which is anticipated
to close shortly after the Transaction, after which time Pembina will own 100 percent of the 60 mmcf/d deep cut processing facility.
For additional information on the transaction, including a description
of the assets acquired, please see Pembina's website at www.pembina.com.
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 "expects", "will", "expand", "would", "plans" and similar expressions
suggesting future events or future performance.
In particular, this document contains forward-looking statements, pertaining
to, without limitation, the following: the Transaction, including the anticipated benefits of the Transaction to Pembina; the anticipated
timing of the acquisition of the remaining interest in SEEP; corporate strategy and the expected integration of the acquired assets
with Pembina's business; the ongoing utilization and expansions of and additions to Pembina's business and asset base, growth and
growth potential. 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 those discussed below.
With respect to forward-looking statements contained in this document,
Pembina has made assumptions regarding, among other things: the ongoing utilization and future expansion, development, growth and
performance of Pembina's business and asset base; future demand for processing and transportation services; future levels of oil
and natural gas development; potential revenue and cash flow enhancement; future cash flows; the ability of parties to satisfy
conditions to closing of the additional SEEP interest; future levels of oil and natural gas developments.
Although Pembina believes the expectations and material factors and
assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that
these expectations, factors and assumptions will prove to be correct. Readers are cautioned that events or circumstances could
cause results to differ materially from those predicted, forecasted or projected. By their nature, forward-looking statements involve
numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts,
projections and other forward-looking statements will not occur, which may cause actual performance and financial results in future
periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking
statements and information.
None of the forward-looking statements described above are guarantees
of future performance and are subject to a number of known and unknown risks and uncertainties, including, but not limited to:
the failure to realize the anticipated benefits of the Transaction following closing due to integration issues or otherwise; 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; lower than anticipated results of operations and accretion from Pembina's business initiatives; the ability of Pembina
to raise sufficient capital (or to raise capital on favourable terms) to complete future projects and satisfy future commitments.
The forward-looking statements contained in this document speak only
as of the date of this document. 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. The forward-looking statements contained in this document
are expressly qualified by this cautionary statement.
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 14:32e 24-OCT-14
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