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 January 2023
Commission File Number: 001-35563
PEMBINA PIPELINE CORPORATION
(Name of registrant)
(Room #39-095) 4000, 585 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: January 16, 2023 |
By: |
/s/ Cameron Goldade |
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Name: Cameron Goldade |
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Title: Chief Financial Officer |
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Form
6-K Exhibit Index
Exhibit
99.1
Pembina Pipeline
Corporation Provides Notice of Series 25 Preferred Share Conversion Right, Declares Quarterly Preferred Share Dividends, and Announces
Fourth Quarter 2022 Results Conference Call and Webcast
CALGARY, AB, Jan. 16,
2023 /CNW/ - Pembina Pipeline Corporation ("Pembina" or the "Company") (TSX: PPL); (NYSE: PBA) announced today that
it does not intend to exercise its right to redeem the currently outstanding Cumulative Redeemable Minimum Rate Reset Class A Preferred
Shares, Series 25 ("Series 25 Shares") (TSX: PPL.PF.E) on February 15, 2023. The Company also announced that its Board of Directors
has declared quarterly dividends for the Company's preferred shares, Series 1, 3, 5, 7, 9, 15, 17, 19, 21 and 25.
Series 25 Preferred Share Conversion
Right and Reset Dividend Rates
As a result of the
decision not to redeem the Series 25 Shares, and subject to certain terms of the Series 25 Shares, the holders of the Series 25 Shares
will have the right to elect to convert all or part of their Series 25 Shares on a one-for-one basis into Cumulative Redeemable Floating
Rate Class A Preferred Shares, Series 26 of Pembina ("Series 26 Shares") on February 15, 2023 (the "Conversion Date").
Holders who do not exercise their right to convert their Series 25 Shares into Series 26 Shares will retain their Series 25 Shares.
As provided in the
terms of the Series 25 Shares: (i) if Pembina determines that there would remain outstanding immediately following the conversion less
than 1,000,000 Series 25 Shares, then all remaining Series 25 Shares will be automatically converted into Series 26 Shares on a one-for-one
basis effective as of the Conversion Date; or (ii) if Pembina determines that there would be less than 1,000,000 Series 26 Shares outstanding
immediately following the conversion, no Series 25 Shares will be converted into Series 26 Shares on the Conversion Date. There are currently
10,000,000 Series 25 Shares outstanding.
With respect to any
Series 25 Shares that remain outstanding after the Conversion Date, holders thereof will be entitled to receive quarterly fixed cumulative
preferential cash dividends, if, as and when declared by the Board of Directors of Pembina. The annual dividend rate for the Series 25
Shares for the five-year period from and including February 15, 2023, to, but excluding, February 15, 2028, will be 6.481 percent, being
equal to the five-year Government of Canada bond yield of 2.971 percent determined as of today plus 3.51 percent, in accordance with
the terms of the Series 25 Shares.
With respect to any
Series 26 Shares that may be issued on the Conversion Date, holders thereof will be entitled to receive quarterly floating rate cumulative
preferential cash dividends, if, as and when declared by the Board of Directors of Pembina. The annual dividend rate applicable to the
Series 26 Shares for the three-month floating rate period from and including February 15, 2023, to, but excluding, May 15, 2023, will
be 7.866 percent, being equal to the annual rate of interest for the most recent auction of 90-day Government of Canada treasury bills
of 4.356 percent plus 3.51 percent, in accordance with the terms of the Series 26 Shares (the "Floating Quarterly Dividend Rate").
The Floating Quarterly Dividend Rate will be reset on the 15th day of February, May, August and November in each year.
Beneficial holders
of Series 25 Shares who wish to exercise their right of conversion during the conversion period, which runs from January 16, 2023, until
3:00 pm (MT) / 5:00 pm (ET) on January 31, 2023, should communicate as soon as possible with their broker or other intermediary for more
information. It is recommended that this be done well in advance of the deadline in order to provide the broker or other intermediary
with the time to complete the necessary steps. Any notices received after this deadline will not be valid.
As announced below,
the dividend payable on February 15, 2023, to holders of the Series 25 Shares of record on January 31, 2023, will be $0.3250 per Series
25 Share, consistent with the dividend rate in effect since the issuance of the Series 25 Shares. For more information on the terms of
the Series 25 Shares and the Series 26 Shares, please see Pembina's articles of amendment dated December 16, 2019, relating to the creation
of the Series 25 Shares and the Series 26 Shares, which can be found on SEDAR at www.sedar.com.
Quarterly Preferred Share Dividends
Series 1, 3, 5, 7,
9 and 21 preferred share dividends are payable on March 1, 2023, to shareholders of record on February 1, 2023. Series 15, 17 and 19
preferred share dividends are payable on March 31, 2023, to shareholders of record on March 15, 2023. Series 25 preferred share dividends
are payable on February 15, 2023, to shareholders of record on January 31, 2023.
| Series |
Dividend Amount |
| Preferred Shares, Series 1 (PPL.PR.A) |
$0.306625 |
| Preferred Shares, Series 3 (PPL.PR.C) |
$0.279875 |
| Preferred Shares, Series 5 (PPL.PR.E) |
$0.285813 |
| Preferred Shares, Series 7 (PPL.PR.G) |
$0.273750 |
| Preferred Shares, Series 9 (PPL.PR.I) |
$0.268875 |
| Preferred Shares, Series 15 (PPL.PR.O) |
$0.385250 |
| Preferred Shares, Series 17 (PPL.PR.Q) |
$0.301313 |
| Preferred Shares, Series 19 (PPL.PR.S) |
$0.292750 |
| Preferred Shares, Series 21 (PPL.PF.A) |
$0.306250 |
| Preferred Shares, Series 25 (PPL.PF.E) |
$0.325000 |
Confirmation of Record and Payment Date Policy
Pembina pays cash dividends
in Canadian dollars on its preferred shares Series 1, 3, 5, 7, 9 and 21 on the first day of March, June, September and December in each
year, if, as and when declared by the Board of Directors to shareholders of record on the first day of the preceding month, or, if such
payment or record date is not a business day, the next succeeding business day after the weekend or statutory holiday. Dividends on the
preferred shares Series 15, 17 and 19 are payable on the last day of March, June, September and December in each year, if, as and when
declared by the Board of Directors to shareholders of record on the 15th day of the same month, or, if such payment or record
date is not a business day, the next succeeding business day after the weekend or statutory holiday. Dividends on the preferred shares
Series 25 are payable on the 15th day of February, May, August and November in each year, if, as and when declared by the
Board of Directors to shareholders of record on the last day of the preceding month, or, if such payment or record date is not a business
day, the next succeeding business day after the weekend or statutory holiday.
Conference Call and Webcast Details
for Fourth Quarter 2022 Results
Pembina will release
its fourth quarter 2022 results on Thursday, February 23, 2023, after markets close. A conference call and webcast have been scheduled
for Friday, February 24, 2023, at 8:00 a.m. MT (10:00 a.m. ET) for interested investors, analysts, brokers and media representatives.
The conference call
dial-in numbers for Canada and the U.S. are 1-416-764-8646 or 1-888-396-8049. A recording of the conference call will be available for
replay until Friday, March 3, 2023 at 11:59 p.m. ET. To access the replay, please dial either 1-416-764-8692 or 1-877-674-7070 and enter
the password 023183#
A live webcast of the
conference call can be accessed on Pembina's website at www.pembina.com under Investor Centre, Presentation & Events, or by entering:
https://events.q4inc.com/attendee/612289257
in your web browser. Shortly after the call, an audio archive will be posted on the website for a minimum of 90 days.
About Pembina
Pembina Pipeline Corporation
is a leading energy transportation and midstream service provider that has served North America's energy industry for more than 65 years.
Pembina owns an integrated network of hydrocarbon liquids and natural gas pipelines, gas gathering and processing facilities, oil and
natural gas liquids infrastructure and logistics services, and a growing export terminals business. Through our integrated value chain,
we seek to provide safe and reliable infrastructure solutions which connect producers and consumers of energy across the world, support
a more sustainable future and benefit our customers, investors, employees and communities. For more information, please visit pembina.com.
Purpose of Pembina:
To be the leader in
delivering integrated infrastructure solutions connecting global markets:
- Customers
choose us first for reliable and value-added services;
- Investors
receive sustainable industry-leading total returns;
- Employees
say we are the 'employer of choice' and value our safe, respectful, collaborative and inclusive work culture; and
- Communities welcome us and
recognize the net positive impact of our social and environmental commitment.
Pembina is structured
into three Divisions: Pipelines Division, Facilities Division and Marketing & New Ventures Division.
Pembina's common shares
trade on the Toronto and New York stock exchanges under PPL and PBA, respectively. For more information, visit www.pembina.com.
Forward-Looking Information and Statements
This news release
contains certain forward-looking information and statements (collectively, "forward-looking statements"), including 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 "continue", "anticipate", "schedule",
"will", "expects", "estimate", "potential", "planned", "future", "outlook",
"strategy", "protect", "trend", "commit", "maintain", "focus", "ongoing",
"believe" and similar expressions suggesting future events or future performance.
In particular, this
news release contains forward-looking statements relating to, without limitation, the conversion rights, future dividend rates and payment
terms for the Series 25 Shares and the Series 26 Shares, future dividends which may be declared on Pembina's preferred shares and the
timing and the amount thereof and the timing of the release of Pembina's fourth quarter 2022 results. The forward-looking statements
are based on certain assumptions that Pembina has made in respect thereof as at the date of this news release regarding, among other
things: the success of Pembina's operations and growth projects; prevailing commodity prices, margins, volumes and exchange rates; that
Pembina's future results of operations will be consistent with past performance and management expectations in relation thereto; the
availability of capital to fund future capital requirements relating to existing assets and projects; future operating costs; that all
required regulatory and environmental approvals can be obtained on the necessary terms in a timely manner; prevailing regulatory, tax
and environmental laws and regulations; maintenance of operating margins; and the availability of coverage under Pembina's insurance
policies (including in respect of Pembina's business interruption insurance policy).
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. 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: the regulatory environment and decisions; Indigenous and landowner consultation requirements; the impact of competitive
entities and pricing; reliance on third parties to successfully operate and maintain certain assets; the strength and operations of the
oil and natural gas production industry and related commodity prices; non-performance or default by counterparties to agreements which
Pembina or one or more of its affiliates has entered into in respect of its business; actions by governmental or regulatory authorities;
the ability of Pembina to acquire or develop the necessary infrastructure in respect of future development projects; fluctuations in
operating results; adverse general economic and market conditions in Canada, North America and worldwide; risks relating to the current
and potential adverse impacts of the COVID-19 pandemic; the ability to access various sources of debt and equity capital; changes in
credit ratings; counterparty credit risk; the conflict between Ukraine and Russia and its potential impact on, among other things, global
market conditions and supply and demand, energy and commodity prices; interest rates, supply chains and the global economy generally;
and certain other risks and uncertainties detailed in Pembina's management's discussion and analysis and annual information form, each
for the year ended December 31, 2021, and from time to time in Pembina's public disclosure documents available at www.sedar.com, www.sec.gov
and through Pembina's website at www.pembina.com.
This list of risk
factors should not be construed as exhaustive. Readers are cautioned that events or circumstances could cause actual results to differ
materially from those predicted, forecasted or projected. The forward-looking statements contained in this news release speak only as
of the date hereof. 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 news release are expressly
qualified by this cautionary statement.
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%CIK: 0001546066
For further information: Investor
Relations: (403) 231-3156, 1-855-880-7404, e-mail: investor-relations@pembina.com, www.pembina.com
CO: Pembina Pipeline
Corporation
CNW 18:44e 16-JAN-23
This regulatory filing also includes additional resources:
ex991.pdf
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