CALGARY, ALBERTA–(Marketwired – June 9, 2014) –
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Gibson Energy Inc. (“Gibson” or the “Company”) (TSX:GEI) announced today that it has agreed to issue and sell CDN$300 million aggregate principal amount of 5.375% Senior Unsecured Notes due July 15, 2022 (the “Cdn tranche”) and US$50 million aggregate principal amount of 6.75% Senior Unsecured Notes due July 15, 2021 (the “US tranche”) (collectively, the “Notes”). The Cdn tranche will be issued at par and interest thereon will be payable semi-annually in arrears beginning January 15, 2015. The Cdn tranche will be issued under a new indenture. The US tranche will be issued at a price of 108%, resulting in a yield to worst of 4.942% per annum, and interest thereon will be payable semi-annually in arrears beginning July 15, 2014. The US tranche will be issued under the indenture pursuant to which Gibson previously issued US$500 million aggregate principal amount of 6.75% senior unsecured notes due 2021, and will form a single series with such previously issued notes. The offering is expected to close on June 12, 2014, subject to customary closing conditions.
Gibson intends to use the net proceeds from the offering to repay all outstanding indebtedness under its existing revolving credit facility (excluding letters of credit), with the remaining net proceeds to be used to fund planned capital expenditures and for general corporate purposes.
The offer and sale of the Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state laws, and the Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the Notes in Canada will be made on a basis exempt from the prospectus requirements of such securities laws.
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, the Notes. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation, purchase or sale would be unlawful.
Gibson is a large, independent midstream energy company in Canada and an integrated service provider to the oil and gas industry in the U.S. Gibson is engaged in the movement, storage, blending, processing, marketing and distribution of crude oil, condensate, NGLs, water, oilfield waste and refined products. The Company transports energy products by using its network of terminals, pipelines, storage tanks and trucks located throughout western Canada and through its significant truck transportation and injection station network in the U.S. The Company also provides environmental and production services, including fluid handling, emulsion treating, water disposal and oilfield waste management services in Canada and the U.S., and is the second largest retail propane distribution company in Canada.
Certain statements contained in this news release constitute forward-looking information and statements, including but not limited to, the proposed offering of senior unsecured notes. These statements relate to future events or Gibson’s future performance. All statements other than statements of historical fact are forward-looking statements. The use of any of the words ”anticipate”, ”plan”, ”contemplate”, ”continue”, ”estimate”, ”expect”, ”intend”, ”propose”, ”might”, ”may”, ”will”, ”shall”, ”project”, ”should”, ”could”, ”would”, ”believe”, ”predict”, ”forecast”, ”pursue”, ”potential” and ”capable” and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release. Gibson does not undertake any obligations to publicly update or revise any forward looking statements except as required by securities law. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks and uncertainties including, but not limited to, the risks and uncertainties described in “Forward-Looking Statements” and “Risk Factors” included in Gibson’s Annual Information Form dated March 4, 2014 as filed on SEDAR.
Vice President Investor Relations & Corporate Development
Gibson Energy Inc.
Manager, Investor Relations