Suncor Energy Inc. (Suncor or the company) remains focused on
maintaining the financial health and resiliency of the company.
Consistent with its debt management and reduction strategy, Suncor
announces the expected repayment of short-term commercial paper
with the net proceeds from the issue of the Notes (as defined
below), the early cancellation of the bi-lateral credit facilities
that were entered into to ensure access to adequate financial
resources in connection with the COVID-19 pandemic and the early
repayment of debt maturities due later in 2021.
Suncor announces today that it has priced an
offering of US$ 750 million in aggregate principal amount of senior
unsecured notes due on March 4, 2051 (the “2051 US Notes”).
The 2051 US Notes will have a coupon of 3.750%. Suncor also
announces today that it priced CAD$ 500 million of senior unsecured
Series 8 Medium Term Notes due on March 4, 2051 (the “2051 Canadian
Notes” and, together with the “2051 US Notes”, the “Notes”). The
2051 Canadian Notes will have a coupon of 3.950%. Both offerings
are expected to close on March 4, 2021, subject to customary
closing conditions. Neither offering is contingent on the closing
of the other offering.
Suncor intends to use the net proceeds from the
sale of the Notes towards the repayment of commercial paper and for
general corporate purposes. Pending any such use of the net
proceeds, Suncor intends to invest the net proceeds in bank
deposits and short-term marketable securities.
The 2051 US Notes are being offered pursuant to an
effective shelf registration statement in the United
States. BofA Securities, Inc. is acting as the lead
book-running manager for the offering. A copy of the prospectus
supplement and the accompanying prospectus for the offering may be
obtained by contacting BofA Securities, Inc. by telephone at
+1-800-294-1322; Citigroup Global Markets Inc. by telephone at
+1-800-831-9146; Morgan Stanley & Co. LLC by telephone at
+1-866-718-1649; or MUFG Securities Americas Inc. by telephone at
+1-877-649-6848. Under the terms of the offering, the underwriters
have agreed not to offer or sell any 2051 US Notes in Canada or to
any resident of Canada.
The 2051 Canadian Notes are being offered through
a syndicate of dealers led by CIBC World Markets Inc., RBC Dominion
Securities Inc., and TD Securities Inc. under Suncor's short form
base shelf prospectus dated May 29, 2020 and a related pricing
supplement dated March 2, 2021.
Early cancellation of $2.8 billion of
bi-lateral credit facilities
Suncor also announces that it has provided an
early cancellation notice to its banking partners in relation to
$2.8 billion in bi-lateral credit facilities. These credit
facilities had a two year term and were entered into in March and
April 2020 to ensure access to adequate financial resources should
they be required due to the increased uncertainty at the outset of
the COVID-19 pandemic. With an improving commodity price
environment, these facilities are no longer required by Suncor and
will be terminated effective March 5, 2021. There are no penalties
associated with this early cancellation.
Early redemption of 2021
Maturities
In addition, Suncor announces that it has
exercised the early redemption options on its outstanding US$220
million 9.40% senior unsecured notes (the "2021 US Notes") and
CAD$750 million 3.10% Medium Term Notes (together with the 2021 US
Notes, the "Redeemed 2021 Notes"), both due in 2021. Suncor
delivered irrevocable notices of redemption to Computershare Trust
Company of Canada and Bank of New York Mellon, as trustees
(collectively, the "Trustees"), on February 26, 2021 and March 1,
2021, respectively. Notices of redemption have been sent to the
registered holders of the Redeemed 2021 Notes by each of the
Trustees. The redemption date of the Redeemed 2021 Notes is March
31, 2021 and the redemption price will be paid in accordance with
the indentures governing the Redeemed 2021 Notes. This news release
does not constitute a notice of redemption of the Redeemed 2021
Notes. Holders of the Redeemed 2021 Notes should refer to the
notice of redemption delivered to the registered holders by the
relevant Trustee.
This news release does not constitute an offer to
sell or the solicitation of an offer to buy any of the Notes in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The Notes have not been
approved or disapproved by any regulatory authority.
Legal Advisory – Forward-Looking
Information
Certain statements in this news release constitute
“forward-looking statements” within the meaning of the United
States Private Securities Litigation Reform Act of 1995 and
“forward-looking information” within the meaning of applicable
Canadian securities legislation (collectively, “forward-looking
statements”). All forward-looking statements are based on Suncor’s
current expectations, estimates, projections, beliefs and
assumptions based on information available at the time the
statement was made and in light of Suncor’s experience and its
perception of historical trends.
Forward-looking statements in this news release
include references to the offerings of the Notes, including the
expected closing date thereof, the financial health and resiliency
of the company, the anticipated redemption of the Redeemed 2021
Notes, the anticipated termination of the $2.8 billion of
bi-lateral credit facilities, including Suncor's belief that with
an improving commodity price environment these facilities are no
longer required by Suncor, and the intended use of net proceeds of
the offerings. Forward-looking statements are not guarantees of
future performance and involve a number of risks and uncertainties,
some that are similar to other oil and gas companies and some that
are unique to our company. Suncor’s actual results may differ
materially from those expressed or implied by our forward-looking
statements and you are cautioned not to place undue reliance on
them.
Suncor’s Annual Information Form and Annual Report
to Shareholders, each dated February 24, 2021 and its Form 40-F
dated February 25, 2021 and other documents Suncor files from time
to time with securities regulatory authorities describe the risks,
uncertainties, material assumptions and other factors that could
influence actual results and such factors are incorporated herein
by reference. Copies of these documents are available without
charge from Suncor at 150 6th Avenue S.W., Calgary, Alberta T2P
3E3, by calling 1-800-558-9071, or by email request
to invest@suncor.com or by referring to the company’s
profile on SEDAR at sedar.com or EDGAR at sec.gov.
Except as required by applicable securities laws, Suncor disclaims
any intention or obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
Suncor has filed a registration statement
(including a prospectus) with the Securities and Exchange
Commission (the “SEC”) for the offering of 2051 US Notes to which
this communication relates. Before you invest, you should read the
prospectus in that registration statement, the related prospectus
supplement and other documents Suncor has filed with the SEC for
more complete information about Suncor and the offering of 2051 US
Notes. You may obtain these documents for free by visiting
www.sec.gov, or as indicated above.
Suncor Energy is Canada's leading integrated
energy company. Suncor's operations include oil sands development
and upgrading, offshore oil and gas production, petroleum refining,
and product marketing under the Petro-Canada brand. A member of Dow
Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working
to responsibly develop petroleum resources while also growing a
renewable energy portfolio. Suncor is listed on the UN Global
Compact 100 stock index. Suncor's common shares (symbol: SU) are
listed on the Toronto and New York stock exchanges.
For more information about Suncor, visit our web
site at suncor.com, follow us on Twitter @Suncor
Media inquiries: 833-296-4570 media@suncor.com
Investor inquiries: 800-558-9071
invest@suncor.com
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