Pembina Pipeline Corporation Announces Bought Deal Financing
13 March 2013 - 7:45AM
Marketwired
All financial figures are in Canadian dollars.
Pembina Pipeline Corporation ("Pembina" or the "Corporation")
(TSX:PPL)(NYSE:PBA) announced today that it has entered into an
agreement with a syndicate of underwriters pursuant to which the
underwriters have agreed to purchase from Pembina on a "bought
deal" basis and sell to the public 9,745,000 common shares at a
price of $30.80 per share, for gross proceeds of approximately $300
million. Pembina has also granted the underwriters an
over-allotment option to purchase, on the same terms and
exercisable not more than 30 days after the closing of the
offering, up to an additional 1,464,000 common shares for
additional gross proceeds of up to $45 million. Closing of the
offering is expected to occur on or about March 21, 2013.
Purchasers under this offering who are shareholders of record on
March 25, 2013 will be entitled to receive the Corporation's
monthly cash dividend payable on April 15, 2013 in respect of any
common shares held on the record date.
Pembina intends to use the net proceeds from the offering to
partially fund capital projects and to reduce short term
indebtedness of the Corporation, which short term indebtedness was
used to fund the Corporation's capital program, and for other
general corporate purposes. Pembina's current suite of growth
projects includes the construction of the Saturn I, Saturn II and
Resthaven enhanced liquids extraction facilities and associated
pipelines, the expansion of its crude oil, condensate and NGL
pipelines and the twinning of its ethane-plus fractionator at its
Redwater site, near Fort Saskatchewan, Alberta.
The common shares will be offered pursuant to a prospectus
supplement under the short form base shelf prospectus filed by the
Corporation on February 22, 2013 in each of the provinces of Canada
and in the U.S. pursuant to applicable registration exemptions. The
offering is subject to customary conditions and receipt of
regulatory approvals, including approval of the TSX and the
NYSE.
The common 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 except in certain transactions
exempt from the registration requirements of such Act. This release
does not constitute an offer to sell or a solicitation to buy such
securities in the United States or in any other jurisdiction where
such offer is unlawful.
Calgary-based Pembina Pipeline Corporation is a leading
transportation and midstream service provider that has been serving
North America's energy industry for nearly 60 years. Pembina owns
and operates: pipelines that transport conventional and synthetic
crude oil and natural gas liquids produced in western Canada; oil
sands, heavy oil and diluent pipelines; 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 Information and Statements
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.
This news release contains certain forward-looking information
and statements that are based on Pembina's current expectations,
estimates, projections and assumptions in light of its experience
and its perception of historical trends. In this news release, such
forward-looking information and statements can be identified by
terminology such as "to be", "expects", "projects" and similar
expressions.
In particular, this news release contains forward-looking
statements and information relating to the planned use of proceeds,
Pembina's growth projects and size of and timing for the offering.
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.
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, 2012, 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.
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.
Contacts: Investor Inquiries: Pembina Pipeline Corporation Scott
Burrows Vice-President, Corporate Development and Investor
Relations (403) 231-3156 or
1-855-880-7404investor-relations@pembina.com Media Inquiries:
Pembina Pipeline Corporation Shawn Davis Manager, Communications
& Public Affairs (403) 231-7500
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