CALGARY, Alberta–(BUSINESS WIRE)–Pembina Pipeline Corporation (“Pembina” or the “Company”) (TSX: PPL; NYSE: PBA) is pleased to announce that it has closed its previously announced bought deal offering (the “Offering”) of subscription receipts (“Subscription Receipts”). Pursuant to the Offering, the Company issued 29,900,000 Subscription Receipts, including 3,900,000 Subscription Receipts issued pursuant to the exercise in full by the underwriters of their over-allotment option. The Subscription Receipts were issued at an offering price of $42.85 per Subscription Receipt for total gross proceeds of approximately $1.28 billion.
Each Subscription Receipt entitles the holder thereof to receive (i) automatically upon the closing of the Acquisition (as defined below), without any further action on the part of the holder thereof and without payment of additional consideration, one (1) common share (“Common Share”) of Pembina, and (ii) payments per Subscription Receipt equal to the cash dividends per Common Share, if any, paid or payable to holders of Common Shares in respect of all record dates for such dividends occurring from the date hereof to, but excluding, the closing date of the Acquisition, to be paid to Subscription Receipt holders of record on the record date for the corresponding dividend on the Common Shares on the date on which such dividend is paid to holders of Common Shares.
The Subscription Receipts will begin trading on the Toronto Stock Exchange under the symbol “PPL.R” today.
The net proceeds of the Offering will be held in escrow and are expected to be used by Pembina to fund a portion of the purchase price of Pembina’s previously announced acquisition of all of the interests of Enbridge Inc. in the Alliance, Aux Sable and NRGreen joint ventures (the “Acquisition”). Closing of the Acquisition is expected to occur in the first half of 2024 and is subject to the satisfaction or waiver of customary closing conditions. For further information regarding the Acquisition and the Subscription Receipts, including related risk factors, refer to the Company’s prospectus supplement dated December 14, 2023 to the base shelf prospectus dated December 13, 2023, a copy of which is available on the Company’s profile at www.sedarplus.ca and at www.sec.gov.
The Subscription Receipts were offered through a syndicate of underwriters, co-led by TD Securities Inc., RBC Capital Markets and Scotiabank.
This news release does not constitute an offer to sell or the solicitation of an offer to buy the Subscription Receipts. The Subscription Receipts have not been approved or disapproved by any regulatory authority.
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 an export terminals business. Through our integrated value chain, we seek to provide safe and reliable energy solutions that connect producers and consumers across the world, support a more sustainable future and benefit our customers, investors, employees and communities. For more information, please visit www.pembina.com.
Purpose of Pembina: We deliver extraordinary energy solutions so the world can thrive.
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.