CALGARY, AB, Nov. 18, 2024 /CNW/ - AltaGas Ltd. ("AltaGas" or the "Company") (TSX: ALA) announces the pricing terms for its 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 series listed in the table below (collectively, the "Notes"). The offer will expire at 5:00pm (Toronto Time) on November 18, 2024 (the "Expiration Date"). Investors can tender bonds up until the Expiration Date, and the Company will announce results and acceptance amounts prior to 9:30am (Toronto time) on November 19, 2024.
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").
Title of Notes1
CUSIP / ISIN Nos.1
Principal Amount Outstanding
(in Millions)
Reference Security2
Bloomberg Reference Page2
Reference Security Yield2
Fixed Spread (Basis Points)2
Total Consideration (per $1,000)2
4.50% Senior Notes due 2044
02138ZAL7 / CA02138ZAL72
C$300
2.750% due 12/01/2055
FIT CAN0-50
3.355 %
180
$919.41
4.99% Senior Notes due 2047
02138ZAR4 / CA02138ZAR43
C$250
2.750% due 12/01/2055
FIT CAN0-50
3.355 %
180
$977.93
5.160% Senior Notes due 2044
02138ZAJ2 / CA02138ZAJ27
C$100
2.750% due 12/01/2055
FIT CAN0-50
3.355 %
180
$1,000.53
4.638% Senior Notes due 2026
02138ZBG7 / CA02138ZBG78
C$400
0.250% due 03/01/2026
FIT CAN0-50
3.208 %
35
$1,015.47
4.672% Senior Notes due 2029
02138ZBH5 / CA02138ZBH51
C$400
3.250% due 09/01/2028
FIT CAN0-50
3.101 %
70
$1,032.37
5.141% Senior Notes due 2034
02138ZBJ1 / CA02138ZBJ18
C$350
3.250% due 12/01/2033
FIT CAN0-50
3.297 %
115
$1,051.29
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, unless extended by AltaGas with respect to the applicable Offer (such date and time with respect to an Offer, as the same may be extended by the Company with respect to such 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
Payment of Total Consideration for the Notes accepted for purchase will be made by the Company on the Settlement Date, which is expected to occur on November 21, 2024. In addition to the Total Consideration, Holders whose Notes are accepted for purchase will receive a cash payment equal to the Accrued Coupon Payment, representing accrued and unpaid interest on such Notes from and including the immediately preceding interest payment date for such applicable Notes to, but excluding, the Settlement Date. 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 Offers.
Following consummation of the Offers, applicable Notes that are purchased in the Offers will be retired and cancelled and will no longer remain outstanding. All Notes not accepted for purchase by the Company or not purchased due to proration will be returned without cost to the tendering Holders.
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.
If the Company terminates any Offer with respect to one or more series of Notes, it will give prompt notice to the Tender Agent, and all Notes tendered pursuant to such terminated Offer will be returned promptly to the tendering Holders thereof.
Holders are advised to check with any bank, securities broker or other intermediary through which they hold Notes as to when such intermediary would need to receive instructions from a beneficial owner in order for that Holder to be able to participate in or withdraw their instruction to participate in the Offers, before the deadlines specified herein and in the Offer to Purchase. The deadlines set by any such intermediary and CDS for the submission and withdrawal of tender instructions will also be earlier than the relevant deadlines specified herein and in the Offer to Purchase.
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 Expiration Date, Withdrawal Date, Price Determination Date and 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.
