PrefBlog

Pembina Pipeline Corporation has announced:

that it has completed its previously announced business combination (the “Transaction”) with Veresen Inc. (TSX: VSN) (“Veresen”) pursuant to a plan of arrangement (the “Arrangement”) under Section 193 of the Business Corporations Act (Alberta) to create one of the largest energy infrastructure companies in Canada.
…
Pursuant to the Arrangement, Pembina acquired all of the issued and outstanding common shares of Veresen in a transaction valued at approximately $9.4 billion, including the assumption of Veresen’s debt (including subsidiary debt) and preferred shares.

In accordance with the Arrangement, Veresen has been amalgamated with Pembina and the outstanding Veresen preferred shares have been exchanged for Pembina preferred shares with the same terms and conditions, and will be listed on the Toronto Stock Exchange (“TSX”) under the symbols PPL.PR.O (series 15, previously Series A preferred shares of Veresen), PPL.PR.Q (series 17, previously Series C preferred shares of Veresen) and PPL.PR.S (series 19, previously Series E preferred shares of Veresen) within a few days following closing. Dividends on the series 15, 17 and 19 preferred shares will continue to be paid on the last business day of March, June, September and December in each year if, as and when declared by the Board of Directors.

So the changes will be (once the principals get around to it):

I will provide further details as they are slowly and painstakingly unveiled by the company and the Toronto exchange, to whom this entire affair comes as a complete surprise.

DBRS has discontinued Veresen ratings:

DBRS Limited (DBRS) discontinued the Issuer Rating, Senior Unsecured Notes Rating and Preferred Shares Rating of Veresen Inc. (Veresen or the Company). The rating is being discontinued at the request of the Company following today’s announcement that the previously announced business combination between Veresen and Pembina Pipeline Corporation (Pembina; rated BBB, Stable trend) has been closed pursuant to a plan of arrangement (the Arrangement). Pursuant to the Arrangement, Pembina has acquired all of the issued and outstanding common shares of Veresen in a transaction valued at approximately $9.4 billion, including the assumption of Veresen’s debt (including subsidiary debt) and preferred shares.

They further commented:

In terms of Pembina’s financing of the Acquisition, DBRS notes that the financing is consistent with Pembina’s financing plan at the time of the announcement of the Acquisition in May 2017. The cash portion of the Acquisition is estimated to be approximately $1.5 billion. This will temporarily be financed with Pembina’s credit facilities and then refinanced with a mix of long-term debt, common equity and preferred shares. DBRS continues to hold the view that the Acquisition will modestly weaken Pembina’s financial metrics in the near term. Please see DBRS’s above-referenced press release dated May 1, 2017, for more details.

This entry was posted on Monday, October 2nd, 2017 at 9:51 pm and is filed under Issue Comments. You can follow any responses to this entry through the RSS 2.0 feed. You can leave a response, or trackback from your own site.