CALGARY, AB, Nov. 2, 2020 /CNW/ - Pembina Pipeline
Corporation ("Pembina" or the "Company") (TSX: PPL)
(NYSE: PBA) announced today that it does not intend to
exercise its right to redeem the currently outstanding Cumulative
Redeemable Rate Reset Class A Preferred Shares, Series 9 ("Series 9
Shares") (TSX: PPL.PR.I) on December 1,
2020 (the "Conversion Date").
As a result, subject to certain terms of the Series 9 Shares,
the holders of the Series 9 Shares will have the right to convert
all or part of their Series 9 Shares on a one-for-one basis into
Cumulative Redeemable Floating Rate Class A Preferred Shares,
Series 10 of Pembina ("Series 10 Shares") on the Conversion Date.
Holders who do not exercise their right to convert their Series 9
Shares into Series 10 Shares will retain their Series 9 Shares.
As provided in the terms of the Series 9 Shares: (i) if Pembina
determines that there would remain outstanding immediately
following the conversion less than 1,000,000 Series 9 Shares, then
all remaining Series 9 Shares will be automatically converted into
Series 10 Shares on a one-for-one basis effective December 1, 2020; or (ii) if Pembina determines
that there would be less than 1,000,000 Series 10 Shares after
December 1, 2020, no Series 9 Shares
will be converted into Series 10 Shares on the Conversion Date.
There are currently 9,000,000 Series 9 Shares outstanding.
With respect to any Series 9 Shares that remain outstanding
after December 1, 2020, holders
thereof will be entitled to receive quarterly fixed cumulative
preferential cash dividends, if, as and when declared by the Board
of Directors of Pembina. The annual dividend rate for the Series 9
Shares for the five-year period from and including December 1, 2020 to, but excluding, December 1, 2025 will be 4.302 percent, being
equal to the five-year Government of Canada bond yield of 0.392 percent determined
as of today plus 3.91 percent, in accordance with the terms of the
Series 9 Shares.
With respect to any Series 10 Shares that may be issued on
December 1, 2020, holders thereof
will be entitled to receive quarterly floating rate cumulative
preferential cash dividends, if, as and when declared by the Board
of Directors of Pembina. The annual dividend rate applicable to
Series 10 Shares for the three-month floating rate period from and
including December 1, 2020 to, but
excluding, March 1, 2021 will be
3.996 percent, being equal to the annual rate of interest for the
most recent auction of 90-day Government of Canada treasury bills of 0.086 percent plus
3.91 percent, in accordance with the terms of the Series 10 Shares
(the "Floating Quarterly Dividend Rate"). The Floating Quarterly
Dividend Rate will be reset every quarter.
Beneficial holders of Series 9 Shares who wish to exercise their
right of conversion during the conversion period, which runs from
November 2, 2020 until 3:00 (MT) /
5:00 pm (ET) on November 16, 2020, should communicate as soon as
possible with their broker or other intermediary for more
information. It is recommended that this be done well in advance of
the deadline in order to provide the broker or other intermediary
with the time to complete the necessary steps. Any notices received
after this deadline will not be valid.
As previously announced, the dividend payable on December 1, 2020 to holders of the Series 9
Shares of record on November 2, 2020
will be $0.296875 per Series 9 Share,
consistent with the dividend rate in effect since issuance of the
Series 9 Shares. For more information on the terms of the Series 9
Shares and the Series 10 Shares, please see the prospectus
supplement dated April 2, 2015 which
can be found on SEDAR, under the profile of Pembina Pipeline
Corporation, at www.sedar.com.
About Pembina
Calgary-based Pembina Pipeline
Corporation is a leading transportation and midstream service
provider that has been serving North
America's energy industry for more than 65 years. Pembina
owns an integrated system of pipelines that transport various
hydrocarbon liquids and natural gas products produced primarily in
western Canada. The Company also
owns gas gathering and processing facilities; an oil and natural
gas liquids infrastructure and logistics business; is growing an
export terminals business; and is currently developing a
petrochemical facility to convert propane into polypropylene.
Pembina's integrated assets and commercial operations along the
majority of the hydrocarbon value chain allow it to offer a full
spectrum of midstream and marketing services to the energy sector.
Pembina is committed to identifying additional opportunities to
connect hydrocarbon production to new demand locations through the
development of infrastructure that would extend Pembina's service
offering even further along the hydrocarbon value chain. These new
developments will contribute to ensuring that hydrocarbons produced
in the Western Canadian Sedimentary Basin and the other basins
where Pembina operates can reach the highest value markets
throughout the world.
Purpose of Pembina:
To be the leader in delivering integrated infrastructure
solutions connecting global markets:
- Customers choose us first for reliable and
value-added services;
- Investors receive sustainable industry-leading
total returns;
- Employees say we are the 'employer of choice' and
value our safe, respectful, collaborative and fair work culture;
and
- Communities welcome us and recognize the net
positive impact of our social and environmental commitment.
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.
Forward-Looking Information and Statements
This news release 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 "should", "may", "intend", "will", "continue", "if", "to
be", "expects", and similar expressions suggesting future events or
future performance.
In particular, this news release contains forward-looking
statements relating to the timing and process applicable to the
conversion of the Series 9 Shares into the Series 10 Shares,
conversion rights, future dividend rates and payment terms for the
Series 9 Shares and the Series 10 Shares. These forward-looking
statements are being made by Pembina based on certain assumptions
that Pembina has made in respect thereof as at the date of this
news release, regarding, among other things: prevailing commodity
prices, margins and exchange rates; that Pembina's businesses will
continue to achieve sustainable financial results and that future
results of operations will be consistent with past performance and
management expectations in relation thereto; the availability and
sources of capital, operating costs; ongoing utilization and future
expansions, the ability to reach required commercial agreements;
the ability to obtain required regulatory approvals; and the
availability of coverage under Pembina's insurance policies
(including in respect of Pembina's business interruption insurance
policy).
Although Pembina believes the expectations and material
factors and assumptions reflected in these forward-looking
statements are reasonable as of the date hereof, there can be no
assurance that these expectations, factors and assumptions will
prove to be correct. Readers are cautioned that events or
circumstances could cause actual results to differ materially from
those predicted, forecasted or projected. By their nature,
forward-looking statements involve numerous assumptions, known and
unknown risks and uncertainties that contribute to the possibility
that the predictions, forecasts, projections and other
forward-looking statements will not occur, which may cause actual
performance and financial results in future periods to differ
materially from any projections of future performance or results
expressed or implied by such forward-looking statements. These
known and unknown risks and uncertainties, include, but are not
limited to: the regulatory environment and decisions; the ability
of Pembina to raise sufficient capital (or to raise sufficient
capital on favourable terms) to fund future expansions and growth
projects and satisfy future commitments; failure to negotiate and
conclude any required commercial agreements or failure to obtain
project sanctioning; increased construction costs, or construction
delays, on Pembina's expansion and growth projects; labour and
material shortages; non-performance or default by counterparties to
agreements which Pembina or one or more of its affiliates has
entered into in respect of its business; the failure to realize the
anticipated benefits or synergies of completed acquisitions,
integration issues or otherwise; 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; actions by governmental or
regulatory authorities including changes in tax laws and treatment,
changes in royalty rates, climate change initiatives or policies or
increased environmental regulation; adverse general economic and
market conditions in Canada,
North America and worldwide,
including changes, or prolonged weaknesses, as applicable, in
interest rates, foreign currency exchange rates, commodity prices,
supply/demand trends and overall industry activity levels; risks
relating to widespread epidemics or pandemic outbreaks, including
risks relating to the ongoing COVID-19 pandemic; changes in credit
ratings; counterparty credit risk; technology and cyber security
risks; 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, 2019, and in Pembina's management's discussion and
analysis dated August 6, 2020 for the
three and six-months ended June 30,
2020, all of which can be found under Pembina's profile on
the System for Electronic Document Analysis and Retrieval (SEDAR
at www.sedar.com, filed with the U.S. Securities and
Exchange Commission at www.sec.gov and are available on
Pembina's website at www.pembina.com.
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.
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SOURCE Pembina Pipeline Corporation