CALGARY, AB, Nov. 18, 2024 /CNW/ - AltaGas Ltd. ("AltaGas" or the "Company") (TSX: ALA) announces the expiration of the previously announced separate offers (the "Offers") to purchase up to $800,000,000 (the "Maximum Purchase Amount") in aggregate purchase price, excluding accrued and unpaid interest, of its outstanding notes in the table below (collectively, the "Notes") at 5:00 p.m. (Toronto time) on November 18, 2024 (the "Expiration Date").
The offer to purchase the notes (the "Offers") is made upon the terms and subject to the conditions set forth in the Offer to Purchase, dated November 8, 2024 (the "Offer to Purchase").
According to information provided by Computershare Trust Company, the Tender Agent, $1,462,029,000 combined aggregate principal amount of the Notes were tendered in connection with the Offers prior to or at the Expiration Date and not validly withdrawn. The table below provides certain information about the Offers, including the aggregate principal amount of each series of Notes validly tendered and not validly withdrawn prior to the Expiration Date.
Title of Notes1
CUSIP / ISIN Nos.1
Principal Amount Outstanding
(in Millions)
Total Consideration (per $1,000)2
Principal Amount Tendered
(in Millions)
Principal Amount Accepted (in Millions)
4.50% Senior Notes due 2044
02138ZAL7 / CA02138ZAL72
C$300
$919.41
$192.0
$192.0
4.99% Senior Notes due 2047
02138ZAR4 / CA02138ZAR43
C$250
$977.93
$182.4
$182.4
5.160% Senior Notes due 2044
02138ZAJ2 / CA02138ZAJ27
C$100
$1,000.53
$78.9
$78.9
4.638% Senior Notes due 2026
02138ZBG7 / CA02138ZBG78
C$400
$1,015.47
$353.4
$353.4
4.672% Senior Notes due 2029
02138ZBH5 / CA02138ZBH51
C$400
$1,032.37
$374.1
$0.0
5.141% Senior Notes due 2034
02138ZBJ1 / CA02138ZBJ18
C$350
$1,051.29
$281.3
$0.0
Notes:
1.
No representation is made by AltaGas as to the correctness or accuracy of the CUSIP numbers or ISINs listed in this news release or printed on the Notes. They are provided solely for convenience.
2.
The total consideration for each series of Notes (such consideration, the "Total Consideration") payable per each $1,000 principal amount of such series of Notes validly tendered for purchase will be based on the applicable fixed spread for such series of Notes ("Fixed Spread") specified in the table above, plus the applicable yield based on the bid-side price of the applicable Canadian reference security as specified in the table above, as quoted on the Bloomberg Reference Page as of 10:00 a.m. (Toronto time) on November 18, 2024 (such date and time with respect to an Offer, the "Price Determination Date"). The Total Consideration does not include the applicable Accrued Coupon Payment (as defined below), which will be payable in cash in addition to the applicable Total Consideration.
Settlement
The "Settlement Date" in respect of any Notes validly tendered and accepted for purchase pursuant to the Offer for such Notes is expected to be November 21, 2024. The Company will also pay in cash accrued but unpaid interest from and including the immediately preceding interest payment date to, but excluding, the Settlement Date (the "Accrued Coupon Payment") in respect of the Notes validly tendered and accepted for purchase pursuant to the Offer for such Notes. Holders whose Notes are accepted for purchase will lose all rights as a Holder of the tendered Notes and interest will cease to accrue on the Settlement Date for all Notes accepted in the Offer for such Notes.
The Offers are subject to the satisfaction of certain conditions as described in the Offer to Purchase. The Company reserves the right, subject to applicable law, to waive any and all conditions to any Offer. If any of the conditions are not satisfied, the Company is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered Notes, in each event subject to applicable laws, and may terminate or alter any or all of the Offers. The Offers are not conditioned on the tender of any aggregate minimum principal amount of Notes of any series (subject to minimum denomination requirements as set forth in the Offer to Purchase).
The Company has retained TD Securities Inc. ("TD Securities") and National Bank Financial Inc. ("NBF") to act as the dealer managers (the "Dealer Managers") for the Offers. Questions regarding the terms and conditions for the Offers or for copies of the Offer to Purchase should be directed to TD Securities at 1-416-982-2243 or NBF at 1-416-869-8639.
Computershare Investor Services Inc. acted as the Tender Agent for the Offers.
Offer and Distribution Restrictions
The Offers are being made solely pursuant to the Offer to Purchase. This news release does not constitute a solicitation of an offer to buy any securities in the United States. No Offer constitutes an offer or an invitation by, or on behalf of, AltaGas or the Dealer Managers (i) to participate in the Offers in the United States; (ii) to, or for the account or benefit of, any "U.S. person" (as such term is defined in Regulation S of the U.S. Securities Act of 1933, as amended); or (iii) to participate in the Offers in any jurisdiction in which it is unlawful to make such an offer or solicitation in such jurisdiction, and such persons are not eligible to participate in or tender any securities pursuant to the Offers. No action has been or will be taken in the United States or any other jurisdiction that would permit the possession, circulation or distribution of this news release, the Offer to Purchase or any other offering material or advertisements in connection with the Offers to (i) any person in the United States; (ii) any U.S. person; (iii) anyone in any other jurisdiction in which such offer or solicitation is not authorized; or (iv) any person to whom it is unlawful to make such offer or solicitation. Accordingly, neither this news release, the Offer to Purchase nor any other offering material or advertisements in connection with the Offers may be distributed or published, in or from the United States or any such other jurisdiction (except in compliance with any applicable rules or regulations of the United States or such other jurisdiction). Tenders will not be accepted from any holder located or resident in the United States.
In any jurisdiction in which the securities laws require the Offers to be made by a licensed broker or dealer, the Offers will be deemed to have been made on behalf of the Company by the Dealer Managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
All financial figures are in Canadian dollars.
About AltaGas
AltaGas is a leading North American infrastructure company that connects customers and markets to affordable and reliable sources of energy. The Company operates a diversified, lower-risk, high-growth Energy Infrastructure business that is focused on delivering stable and growing value for its stakeholders.
For more information visit www.altagas.ca or reach out to one of the following:
Jon Morrison Senior Vice President, Corporate Development and Investor Relations Jon.Morrison@altagas.ca
This news release contains forward-looking statements. When used in this news release, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "seek", "propose", "estimate", "expect", and similar expressions, as they relate to AltaGas are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things, the Offers; the Maximum Purchase Amount; the anticipated Settlement Date of the Offers; the terms of and timing for completion of the Offers, including the acceptance for purchase of any Notes validly tendered; and the satisfaction or waiver of conditions of the Offers. The Offers (or any one of them) may not be completed on the terms currently anticipated or at all. These forward-looking 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. Such forward-looking statements reflect AltaGas' current views with respect to future events based on certain material factors and assumptions and are subject to certain risks and uncertainties, including without limitation, changes in market, governmental or regulatory developments, general economic conditions and other factors set out in AltaGas' public disclosure documents, including the Offer to Purchase. Holders of Notes should carefully review the Offer to Purchase Prior to making any decision whether to tender to an Offer. Many factors could cause AltaGas' actions or the terms and conditions of the Offers (or any one of them) to vary from those described in this news release, including without limitation those listed, and in the manner set out above. These factors should not be construed as exhaustive. Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking statements prove incorrect, actual results may vary materially from those described in this news release as intended, planned, anticipated, believed, sought, proposed, estimated or expected, and such forward-looking statements included in, or incorporated by reference in this news release, should not be unduly relied upon. Such forward-looking statements speak only as of the date of this news release. Unless otherwise required by law, AltaGas does not intend, and does not assume any obligation, to update these forward-looking statements. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
