(All financial figures are approximate and in Canadian dollars unless otherwise noted)
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
CALGARY, Alberta, June 16, 2020 (GLOBE NEWSWIRE) -- Parkland Corporation (“Parkland”, "we", the "Company", or "our") (PKI.TO), announced today that it has entered into an underwriting agreement to sell, pursuant to a private placement (the “Offering”), $400 million aggregate principal amount of 6.00% senior unsecured notes due 2028 at par (the "Notes").
Parkland intends to use the net proceeds from the Offering along with cash on hand to redeem all of the outstanding: (i) $200 million aggregate principal amount of 5.50% senior notes (the "5.50% Senior Notes") with a final maturity date of May 28, 2021; and (ii) $200 million aggregate principal amount of 6.00% senior notes (the "6.00% Senior Notes") with a final maturity date of November 21, 2022 (the "Redemption").
The Offering is being underwritten by CIBC World Markets Inc., Scotia Capital Inc., RBC Dominion Securities Inc. and TD Securities Inc. as joint bookrunners, BMO Nesbitt Burns Inc., J.P. Morgan Securities Canada Inc., AltaCorp Capital Inc., Goldman Sachs Canada Inc., Desjardins Securities Inc., HSBC Securities (Canada) Inc., MUFG Securities (Canada), Ltd., Wells Fargo Securities Canada, Ltd., National Bank Financial Inc. and Peters & Co. Limited as co-managers.
The Notes are being conditionally offered for sale in Canada on a private placement basis pursuant to certain prospectus exemptions. The Notes have not been registered under the U.S. Securities Act, or any state securities laws, and are being offered and sold in the United States only to qualified institutional buyers in reliance on Rule 144A under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and applicable state securities laws and outside the United States to non-U.S. persons in offshore transactions in reliance on Regulation S under the U.S. Securities Act.
Parkland also announced that it issued today conditional notices of redemption to redeem all of the 5.50% Senior Notes and the 6.00% Senior Notes at a redemption price for the 5.50% Senior Notes equal to 100.00% of the principal amount thereof and a redemption price for the 6.00% Senior Notes equal to 101.50% of the principal amount thereof, plus in each case accrued and unpaid interest, if any, up to and including July 21, 2020, being the redemption date. The Redemption is conditional upon the completion by Parkland of the Offering.
The offer and sale of the Notes will not be registered under the U.S. Securities Act and the Notes may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation, or sale would be unlawful.
Forward-Looking Statements
Certain information included herein is forward-looking. Many of these forward looking statements can be identified by words such as “believe”, “expects”, “expected”, “will”, “intends”, “projects”, “projected”, “anticipates”, “estimates”, “continues”, "objective" or similar words and include, but are not limited to, statements regarding the size and terms of the Offering, the use of proceeds of the Offering, the timing and successful completion of the Offering and statements regarding the Redemption. Parkland believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.
The forward-looking statements contained herein are based upon certain assumptions and factors including, without limitation: historical trends, current and future economic and financial conditions, and expected future developments. Parkland believes such assumptions and factors are reasonably accurate at the time of preparing this press release. However, forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties some of which are described in Parkland’s annual information form dated March 30, 2020 and other continuous disclosure documents. Such forward-looking statements necessarily involve known and unknown risks and uncertainties and other factors, which may cause Parkland’s 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. Such factors include, but are not limited to, risks associated with: closing of the Offering; failure to obtain necessary regulatory or other third party consents and approvals required to complete the Offering; failure to complete the Offering; general economic, market and business conditions; industry capacity; the operations of Parkland’s assets, competitive action by other companies; refining and marketing margins; the ability of suppliers to meet commitments; actions by governmental authorities and other regulators including increases in taxes; changes and developments in environmental and other regulations; and other factors, many of which are beyond the control of Parkland. There is a specific risk that Parkland may be unable to complete the Offering in the manner described in this press release or at all. If Parkland is unable to complete the Offering, there could be a material adverse impact on Parkland and on the value of its securities. Readers are directed to, and are encouraged to read, Parkland's management discussion and analysis for the year ended December 31, 2019 (the "MD&A"), including the disclosure contained under the heading "Risk Factors" therein (including COVID-19 related risk factors). The MD&A is available by accessing Parkland's profile on SEDAR at www.sedar.com and such information is incorporated by reference herein.
Any forward-looking statements are made as of the date hereof and Parkland does not undertake any obligation, except as required under applicable law, to publicly update or revise such statements to reflect new information, subsequent or otherwise. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
About Parkland Corporation
Parkland is an independent supplier and marketer of fuel and petroleum products and a leading convenience store operator. Parkland services customers across Canada, the United States, the Caribbean region and the Americas through three channels: Retail, Commercial and Wholesale. Parkland optimizes its fuel supply across these three channels by operating and leveraging a growing portfolio of supply relationships and storage infrastructure. Parkland provides trusted and locally relevant fuel brands and convenience store offerings in the communities it serves.
Parkland creates value for shareholders by focusing on its proven strategy of growing organically, realizing a supply advantage and acquiring prudently and integrating successfully. At the core of our strategy are our people, as well as our values of safety, integrity, community and respect, which are embraced across our organization.
