Inter Pipeline is committed to exploring all
opportunities to create value for all shareholders
CALGARY, AB, Feb. 22, 2021 /CNW/ - Inter Pipeline Ltd. ("Inter
Pipeline" or the "Company") (TSX: IPL) today confirmed that an
affiliate of Brookfield Infrastructure Partners LP ("Brookfield")
has commenced a conditional, unsolicited takeover bid (the "Offer")
to acquire all outstanding common shares of the Company not already
owned by Brookfield.
The Offer will be reviewed by the Company's Special Committee of
independent directors ("Special Committee,") formed by the Board of
Directors ("Board") on February 18,
2021, and a response will be provided in due course. The
Board has 15 days to provide shareholders with a recommendation
regarding the Offer. Shareholders will be notified of the
recommendation of the Board through a news release and Inter
Pipeline's Directors' circular.
Inter Pipeline urges shareholders to take no action on the
Offer and reminds shareholders the Board has initiated a
comprehensive strategic review process led by the Special Committee
focused on maximizing value for shareholders. Consistent with its
fiduciary duties, the Board will evaluate a broad range of options,
including exploring a possible corporate transaction, while
continuing to seek a partner for a material interest in the
Heartland Petrochemical Complex.
"Inter Pipeline is a high-quality energy infrastructure business
with a diversified asset portfolio that generates long-term
predictable cash flows, all of which understandably make it
attractive," said Margaret McKenzie,
Chair of the Special Committee. "It is the Board's duty to not only
review this offer, but to pursue all available opportunities to
unlock maximum value for our shareholders."
The Board remains open to all opportunities that
may create shareholder value. The Board continues to believe
Inter Pipeline is well positioned to be an energy infrastructure
leader in Western Canada and
supports its action-based and focused business strategy.
Inter Pipeline is in the final stages of
completing the Heartland Petrochemical Complex ("HPC") project, the
largest growth project in the Company's history, which is expected
to result in a step change in cash flow in 2022. HPC strongly
complements Inter Pipeline's existing NGL and offgas processing
infrastructure assets and provides a substantial new platform for
growth. It will be an industry-leading petrochemical development
for North America, with one of the
lowest greenhouse gas emissions footprints in the world for
producing polypropylene. Polypropylene is a high value, easily
transported, recyclable plastic used in the manufacturing of an
extensive range of finished products and consumer goods, such as
packaging, textiles, automobile components, healthcare products and
medical supplies.
Inter Pipeline expects the continued execution of
its strategy will provide shareholders with material value
creation, especially when HPC becomes operational and the economy
emerges from the global pandemic.
Advisors
TD Securities has been retained by Inter Pipeline and J.P.
Morgan has been retained by the Special Committee to assist in the
Strategic Review. Burnet, Duckworth & Palmer LLP and Dentons
Canada LLP are acting as legal advisors to Inter Pipeline, its
Board of Directors and the Special Committee. Kingsdale Advisors is
engaged as strategic shareholder and communications advisor, and
Longview Communications as communications advisor to the
Company.
About Inter Pipeline Ltd.
Inter Pipeline is a major
petroleum transportation and natural gas liquids processing
business based in Calgary, Alberta,
Canada. Inter Pipeline owns and operates energy
infrastructure assets in western Canada and is building the Heartland
Petrochemical Complex — Canada's
first integrated propane dehydrogenation and polypropylene
facility. Inter Pipeline is a member of the S&P/TSX 60 Index
and its common shares trade on the Toronto Stock Exchange under the
symbol IPL. www.interpipeline.com
Investor Relations:
Jeremy
Roberge
Vice President, Finance and Investor Relations
Email: investorrelations@interpipeline.com
Tel: 403-290-6015 or 1-866-716-7473
Media Relations:
Breanne
Oliver
Director, Corporate Communications
Email: mediarelations@interpipeline.com
Tel: 587-475-1118 or 1-866-716-7473
Cautionary Note Regarding Forward Looking
Statements
Certain information contained herein constitutes
forward-looking statements and information (collectively,
"forward-looking statements") within the meaning of applicable
securities legislation that involve known and unknown risks,
assumptions, uncertainties and other factors. Forward-looking
statements often contain terms such as "may", "will", "should",
"anticipate", "expects" and similar expressions. Readers are
cautioned not to place undue reliance on forward-looking
statements. Such statements reflect the current views of Inter
Pipeline with respect to future events and are subject to certain
risks, uncertainties and assumptions that could cause Inter
Pipeline's results to differ materially from those expressed in the
forward-looking statements. In particular, but without limiting the
foregoing, this news release contains forward-looking statements
pertaining to, and the Company has made certain assumptions
regarding, among other things: the strategic alternatives to
maximize shareholder value that may be available to the Company and
the Company's ability to identify and consummate
such alternatives; the completion of HPC and the anticipated cash
flow step change in 2022; that HPC will be an industry-leading
petrochemical development for North
America, with one of the lowest greenhouse gas footprints in
the world for producing polypropylene; and that the continued
execution of the Company's strategy will provide shareholders with
material value creation. Factors that could cause actual results to
vary from forward-looking statements or may affect the operations,
performance, development and results of Inter Pipeline's businesses
include, among other things, risks and assumptions associated with
operations, such as Inter Pipeline's ability to successfully
implement its strategic initiatives and achieve expected benefits
therefrom or otherwise be implemented by Inter
Pipeline, including the further development of its projects
and facilities; assumptions concerning operational reliability; the
potential delays of and costs of overruns on construction projects
(including Heartland Petrochemical Complex) and future expansions
of Inter Pipeline's assets; the possibility that Inter Pipeline is
unable to identify or consummate any acceptable strategic
alternatives; the realization of the anticipated benefits of
acquisitions and other projects Inter Pipeline is developing; the
timing, financing and completion of acquisitions, transactions or
other projects Inter Pipeline is pursuing; risks inherent in Inter
Pipeline's Canadian and foreign operations; risks associated with
the failure to finalize formal agreements with counterparties in
circumstances where letters of intent or similar agreements have
been executed and announced by Inter Pipeline; Inter Pipeline's
ability to generate sufficient cash flow from operations to meet
its current and future obligations; Inter Pipeline's ability to
maintain its current level of cash dividends to its shareholders;
Inter Pipeline's ability to access sources of debt and equity
capital; Inter Pipeline's ability to make capital investments and
the amounts of capital investments; Inter Pipeline's ability to
maintain its credit ratings; the availability and price of labour,
equipment and construction materials; the status, credit risk and
continued existence of counterparties having contracts with Inter
Pipeline and its affiliates and their performance of such
contracts; competitive factors, pricing pressures and supply and
demand in the oil and gas transportation, natural gas liquids
processing and bulk liquid storage industries; increases in
maintenance, operating or financing costs; availability of adequate
levels of insurance; difficulty in obtaining necessary regulatory
approvals or land access rights and maintenance of support of such
approvals and rights; risks of war, hostilities, civil
insurrection, instability and political and economic conditions in
or affecting countries in which Inter Pipeline and its affiliates
operate; severe weather conditions and risks related to climate
change; terrorist threats; risks associated with technology and
cyber security; availability of energy commodities; volatility of
and assumptions regarding prices of energy commodities;
fluctuations in currency and interest rates; changes in laws and
regulations, including environmental, regulatory and taxation laws,
and the interpretation of such changes to Inter Pipeline's
business; the risks associated with existing and potential or
threatened future lawsuits and regulatory actions against Inter
Pipeline and its affiliates; general economic and business
conditions; the effects and impacts of the COVID-19 pandemic as
further described in Inter Pipeline's reports and filings, the
extent and duration of which are uncertain at this time, on Inter
Pipeline's business and general economic and business conditions
and markets, and such other risk factors, assumptions and
uncertainties described from time to time in Inter Pipeline's
reports and filings with the Canadian securities regulatory
authorities including in Inter Pipeline's most recent MD&A and
Annual Information Form, and other documents it files from time to
time. You can find these documents by referring to Inter Pipeline's
profile on SEDAR (www.sedar.com). Such information, although
considered reasonable by Inter Pipeline at the time of preparation,
may later prove to be incorrect and actual results may differ
materially from those anticipated in the statements made. For this
purpose, any statements that are not statements of historical fact
are deemed to be forward-looking statements. The forward-looking
statements contained in this news release are made as of the date
of this news release, and, except to the extent required by
applicable law, Inter Pipeline assumes no obligation to update or
revise forward-looking statements made herein or otherwise, whether
as a result of new information, future events, or otherwise. The
forward-looking statements contained in this news release are
expressly qualified by this cautionary note.
SOURCE Inter Pipeline Ltd.