TC Energy provides conversion right and dividend rate notice for Series 11 and 12 preferred shares
November 02 2020 - 02:08PM
News Release – TC Energy Corporation (TSX:TRP) (NYSE:TRP) (TC
Energy or the Corporation) announced that it does not intend to
exercise its right to redeem its Cumulative Redeemable First
Preferred Shares, Series 11 (Series 11 Shares) on November 30,
2020. As a result, subject to certain conditions, the holders of
Series 11 Shares have the right to choose one of the following
options regarding their shares:
- to retain any or all of their Series 11 Shares and continue to
receive a fixed rate quarterly dividend; or
- to convert, on a one-for-one basis, any or all of their Series
11 Shares into Cumulative Redeemable First Preferred Shares, Series
12 (Series 12 Shares) of TC Energy and receive a floating rate
quarterly dividend.
Should holders of Series 11 Shares choose to retain their
shares, such shareholders will receive the new annual fixed
dividend rate applicable to the Series 11 Shares of 3.351% for the
five-year period commencing November 30, 2020 to, but excluding,
November 28, 2025.
Should holders of Series 11 Shares choose to convert their
shares to Series 12 Shares, holders of Series 12 Shares will
receive the floating quarterly dividend rate applicable to the
Series 12 Shares of 3.046% for the first quarterly floating rate
period commencing November 30, 2020 to, but excluding, February 26,
2021. The floating quarterly dividend rate will be reset every
quarter.
Beneficial owners of Series 11 Shares who want to exercise their
right of conversion should communicate as soon as possible with
their broker or other nominee and ensure that they follow their
instructions to meet the deadline to exercise such right, which is
5 p.m. (EDT) on November 16, 2020. Any notices received after this
deadline will not be valid. It is recommended that this be done
well in advance of the deadline to provide the broker or other
nominee with time to complete the necessary steps.
Beneficial owners of Series 11 Shares who do not exercise their
conversion right through their broker or other nominee by the
deadline will retain their Series 11 Shares and receive the new
annual fixed dividend rate applicable to the Series 11 Shares,
subject to the conditions stated below.
The foregoing conversions are subject to the conditions that:
(i) if TC Energy determines that there would be less than one
million Series 11 Shares outstanding after November 30, 2020, then
all remaining Series 11 Shares will automatically be converted into
Series 12 Shares on a one-for-one basis on November 30, 2020 and
(ii) alternatively, if TC Energy determines that there would be
less than one million Series 12 Shares outstanding after November
30, 2020, no Series 11 Shares will be converted into Series 12
Shares. In either case, TC Energy will issue a news release to that
effect no later than November 23, 2020.
Holders of Series 11 Shares and Series 12 Shares will have the
opportunity to convert their shares again on November 28, 2025 and
the last business day of November in every fifth year thereafter as
long as the shares remain outstanding. For more information on the
terms of, and risks associated with an investment in the Series 11
Shares and the Series 12 Shares, please see the Corporation’s
prospectus supplement dated February 23, 2015 which is available on
sedar.com or on our website.
About TC EnergyWe are a vital part of everyday
life - delivering the energy millions of people rely on to power
their lives in a sustainable way. Thanks to a safe, reliable
network of natural gas and crude oil pipelines, along with power
generation and storage facilities, wherever life happens — we’re
there. Guided by our core values of safety, responsibility,
collaboration and integrity, our more than 7,500 people make a
positive difference in the communities where we operate across
Canada, the U.S. and Mexico.
TC Energy’s common shares trade on the Toronto (TSX) and New
York (NYSE) stock exchanges under the symbol TRP. To learn more,
visit us at TCEnergy.com.
FORWARD-LOOKING INFORMATIONThis release
contains certain information that is forward-looking and is subject
to important risks and uncertainties (such statements are usually
accompanied by words such as "anticipate", "expect", "believe",
"may", "will", "should", "estimate", "intend" or other similar
words). Forward-looking statements in this document are intended to
provide TC Energy security holders and potential investors with
information regarding TC Energy and its subsidiaries, including
management's assessment of TC Energy's and its subsidiaries' future
plans and financial outlook. All forward-looking statements reflect
TC Energy's beliefs and assumptions based on information available
at the time the statements were made and as such are not guarantees
of future performance. As actual results could vary significantly
from the forward-looking information, you should not put undue
reliance on forward-looking information and should not use
future-oriented information or financial outlooks for anything
other than their intended purpose. We do not update our
forward-looking information due to new information or future
events, unless we are required to by law. For additional
information on the assumptions made, and the risks and
uncertainties which could cause actual results to differ from the
anticipated results, refer to the most recent Quarterly Report to
Shareholders and Annual Report filed under TC Energy’s profile on
SEDAR at www.sedar.com and with the U.S. Securities and Exchange
Commission at www.sec.gov .
-30-
Media Enquiries:Jaimie Harding / Hejdi
Carlsen403.920.7859 or 800.608.7859
Investor & Analyst Enquiries:David Moneta /
Hunter Mau403.920.7911 or 800.361.6522
PDF
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