Latest news with #KeyeraCorp
Globe and Mail
9 hours ago
- Business
- Globe and Mail
Keyera Announces Closing of $2.07 Billion Bought-Deal Offering of Subscription Receipts
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ CALGARY, AB, June 20, 2025 /CNW/ - Keyera Corp ("Keyera" or the "Company") (TSX: KEY) today announced that it has completed its previously announced offering (the "Offering") of subscription receipts ("Subscription Receipts"). Pursuant to the Offering, the Company issued 52,874,700 Subscription Receipts, including 6,896,700 Subscription Receipts issued pursuant to the exercise in full by the underwriters of their over-allotment option. The Subscription Receipts were issued at a price of $39.15 per Subscription Receipt, for total gross proceeds of approximately $2.07 billion.
Cision Canada
10 hours ago
- Business
- Cision Canada
Keyera Announces Closing of $2.07 Billion Bought-Deal Offering of Subscription Receipts
CALGARY, AB, June 20, 2025 /CNW/ - Keyera Corp ("Keyera" or the "Company") (TSX: KEY) today announced that it has completed its previously announced offering (the "Offering") of subscription receipts ("Subscription Receipts"). Pursuant to the Offering, the Company issued 52,874,700 Subscription Receipts, including 6,896,700 Subscription Receipts issued pursuant to the exercise in full by the underwriters of their over-allotment option. The Subscription Receipts were issued at a price of $39.15 per Subscription Receipt, for total gross proceeds of approximately $2.07 billion. Each Subscription Receipt will entitle the holder thereof, without payment of any additional consideration or further action on the part of the holder, to receive one common share of Keyera ("Common Share") upon closing of the Acquisition (as defined below). In addition, while the Subscription Receipts remain outstanding, holders will be entitled to receive cash payments ("Dividend Equivalent Payments") per Subscription Receipt that are equal to dividends declared by Keyera on each Common Share. Such Dividend Equivalent Payments will have the same record date and payment date as the related Common Share dividends. The Subscription Receipts will begin trading on the Toronto Stock Exchange ("TSX") under the symbol "KEY.R" today. The net proceeds from the Offering will be held in escrow and are expected to be used to finance a portion of the purchase price of Keyera's previously announced acquisition of substantially all of Plains' Canadian natural gas liquids business and select U.S. assets (the "Acquisition"). The Acquisition is expected to close in the first quarter of 2026, subject to the satisfaction or waiver of customary closing conditions, including clearance under the Competition Act (Canada) and other applicable regulatory reviews. For further information regarding the Acquisition and the Subscription Receipts, including related risk factors, refer to the Company's prospectus supplement dated June 18, 2025 (the "Prospectus Supplement") to the base shelf prospectus of the Company dated December 12, 2023 (the "Base Shelf"). The Base Shelf and the Prospectus Supplement are accessible on SEDAR+ at The Subscription Receipts were offered through a syndicate of underwriters, led by RBC Capital Markets, together with CIBC Capital Markets, National Bank Financial Markets, Scotiabank and TD Securities as Joint Bookrunners. This news release does not constitute an offer to sell or the solicitation of an offer to buy the Subscription Receipts. The Subscription Receipts have not been approved or disapproved by any regulatory authority. About Keyera Corp. Keyera Corp. (TSX: KEY) operates an integrated Canadian-based energy infrastructure business with extensive interconnected assets and a depth of expertise in delivering energy solutions. Its predominantly fee-for-service based business consists of natural gas gathering and processing; natural gas liquids processing, transportation, storage and marketing; iso-octane production and sales; and an industry-leading condensate system in the Edmonton/Fort Saskatchewan area of Alberta. Keyera strives to provide high quality, value-added services to its customers across North America and is committed to conducting its business ethically, safely and in an environmentally and financially responsible manner. Additional Information For more information about Keyera Corp., please visit our website at or contact: Investor Inquiries Dan Cuthbertson, General Manager, Investor Relations Katie Shea, Senior Advisor, Investor Relations Email: [email protected] Telephone: 1-403-205-7670 Toll free: 1-888-699-4853 Media Inquiries Brandon Wood, Director, External Affairs Email: [email protected] Telephone: 1-855-797-0036 Forward-Looking Information Certain statements contained herein constitute "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements"). Such forward-looking statements are intended to provide readers with information regarding Keyera, including the expected use of the net proceeds of the Offering, the listing of the Subscription Receipts on the TSX, anticipated entitlements associated with the Subscription Receipts including anticipated Dividend Equivalent Payments, the expected closing date of the Acquisition, Keyera's efforts to provide high-quality services to customers and Keyera's commitment to conducting its business ethically, safely and in an environmentally-friendly and financially-responsible manner. The forward-looking statements contained herein may not be appropriate for other purposes. These forward-looking statements relate to future events or Keyera's future performance. Such statements are predictions only and actual events or results may differ materially. Forward-looking statements are typically identified by words such as "expect", "may", "will", "should", "intend", "deliver", "subject", "commit" and similar expressions, including the negatives thereof. All statements other than statements of historical fact contained in this document are forward-looking statements. The forward-looking statements reflect management's current beliefs and assumptions with respect to such things as the completion of the Acquisition in a timely manner, including receipt of all necessary approvals, the success of Keyera's operations, general and industry economic trends remaining in line with management's current expectations, favorable commodity prices and market conditions, future operating costs and predictability in the governmental, regulatory, and legal environments in which Keyera operates. In some instances, forward-looking statements contained herein may be attributed to third-party sources. Management believes that its assumptions herein are reasonable and that the expectations reflected in the forward-looking statements contained herein are also reasonable based on the information available on the date such statements were made, and the process used to prepare the information. However, Keyera cannot assure readers that these expectations will prove to be correct. All forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events, levels of activity and achievements to differ materially from those anticipated in the forward-looking statements. For information about the risk factors that could cause actual results to differ materially from forward-looking statements, as well as other assumptions used to develop the forward looking statements, please refer to Keyera's filings made with Canadian provincial securities commissions, including Keyera's 2024 Year-End Report dated February 13, 2025 and in Keyera's Annual Information Form, dated March 5, 2025 which can be viewed on SEDAR+ at and on Keyera's website at Further information about the factors affecting forward-looking statements and management's assumptions and analysis thereof, is available in filings made by Keyera with Canadian provincial securities commissions, which can be viewed on SEDAR+ at
Calgary Herald
3 days ago
- Business
- Calgary Herald
Keyera to buy Plains' Canada NGL business for $5.15 billion
Keyera Corp. agreed to buy Plains All American Pipeline LP's Canadian natural gas liquids business and some U.S. assets for C$5.15 billion in cash, significantly bulking up its pipeline system around the country. Article content The assets include more than 1,500 miles of pipeline infrastructure with capacity of over 575,000 barrels a day, the Calgary-based gas and NGL midstream company said in a statement. Keyera expects to generate C$100 million in savings from the acquisition and boost distributable cash flow by a mid-teens percentage in the first year. Article content Article content The deal — Keyera's largest ever — will raise the company's enterprise value as much as 46 per cent to C$19 billion when it closes in the first quarter of next year, Chief Executive Officer Curtis Setoguchi said in a phone interview. Article content Article content Foreign companies have been exiting the Canadian energy industry or reducing their exposure by selling assets to local companies. The deal gives Keyera operations in both eastern and western Canada, including processing capacity, storage infrastructure and truck and rail terminals. Income that had been going to the US will now stay in Canada, Setoguchi said. Article content 'Not only will it be under Canadian management — Canadian decision makers' hands — we will deploy that money in Canada now,' he said. Article content The transaction has been in negotiations for six months, but Keyera has been interested in the Plains assets for the past decade, he said. Keyera was able to strike the deal after paying down about C$500 million of debt, Setoguchi said. Article content
Yahoo
3 days ago
- Business
- Yahoo
Plains All American Executes Definitive Agreements for $3.75 Billion Sale of NGL Business to Keyera
HOUSTON, June 17, 2025 (GLOBE NEWSWIRE) -- Plains All American Pipeline, L.P. (Nasdaq: PAA) and Plains GP Holdings (Nasdaq: PAGP) (collectively, 'Plains') announced today that it has executed definitive agreements with Keyera Corp. (TSX: KEY) ('Keyera') pursuant to which Plains will sell substantially all of its NGL business to Keyera for a total cash consideration of approximately $5.15 Billion CAD ($3.75 Billion USD). The transaction is expected to close in the first quarter of 2026, and is subject to customary closing conditions, including regulatory approvals. As a result of the transaction, Plains will divest its Canadian NGL business but will retain substantially all NGL assets in the United States and will also retain all crude oil assets in Canada. Transaction Benefits Results in premier midstream crude oil 'pure play': Positioned to drive efficient growth and streamlining opportunities More durable cash flow stream: Reduces commodity related EBITDA contribution, seasonality and working capital requirements Attractive valuation: Purchase price represents approximately 13x expected 2025 Distributable Cash Flow (DCF) Enhances free cash flow profile: Pro-forma business expected to generate higher percentage of "excess cash flow" with disproportionately lower capital investments and taxes Provides significant financial flexibility: Creates optionality to redeploy capital and execute existing capital allocation framework in a disciplined manner Capital AllocationProceeds from the transaction are expected to be approximately $3.0 Billion USD net after: 1) taxes 2) transaction expenses and 3) a potential one-time special distribution. The estimated ~$0.35/unit special distribution is intended to offset potential individual tax liabilities associated with the transaction and is subject to Board approval, ultimate tax implications, and successful closing of the transaction. Plains expects to continue executing on its long-term capital allocation framework. Proceeds from the transaction will be prioritized toward: Disciplined bolt-on M&A to extend and expand the crude oil focused portfolio Capital structure optimization including potential repurchases of Series A & Series B Preferred units Opportunistic common unit repurchases 'Today's announcement is a win-win transaction for both Plains and Keyera. Plains is exiting the Canadian NGL business at an attractive valuation while Keyera is receiving highly complementary and critical infrastructure in a strategic market,' said Willie Chiang, Chairman and CEO. 'Successful completion of this transformative transaction advances our efficient growth strategy and establishes Plains as the premier pure play crude oil midstream entity with highly strategic assets linking North American supply to key demand centers. Importantly, the transaction enhances our free cash flow profile and reduces both commodity exposure and working capital requirements into the future. Post-closing our financial framework should be enhanced, with leverage at or below the low-end of our target range, providing significant financial flexibility and allowing us to continue optimizing our crude oil focused asset base in a disciplined manner while increasing return of capital to our unitholders.' Tax ConsiderationsClosing of this transaction is a taxable event that is expected to result in a flow through of taxable income to the holders of PAA common units and impact the taxability of distributions to the holders of PAGP Class A shares. The tax impact on each holder of PAA common units will vary based on their specific tax circumstances, including their individual ownership, previous passive loss limitations where applicable, tax basis and their holding period. We currently estimate that PAA will incur approximately $360 million USD of entity-level taxes payable in Canada associated with the sale of the NGL business and the restructuring of our remaining Canadian crude assets. This is expected to generate a foreign tax credit for PAA common unitholders at close of the transaction that, along with utilization of passive activity loss carry forwards, if any, will offset a significant portion of (and in some cases all of) the taxable gain passed through to individual unitholders. The transaction is anticipated to generate current year earnings and profits for PAGP Class A shareholders and thus PAGP distributions in the tax year in which the transaction closes are expected to be taxed as a dividend versus a return of capital, but the transaction is not estimated to result in a material change in the previous forecast for when routine PAGP distributions shift from being a return of capital to being taxed as dividends or when PAGP will become a taxpaying entity. The tax impacts associated with closing this transaction may be reduced by unrelated acquisitions or investments that also occur in the same tax period this transaction closes, subject to the tax laws in effect at such time. In an effort to offset a significant portion of the anticipated tax impacts associated with the transaction, on or after closing, management intends to recommend to the Plains Board that it approve a one-time special distribution currently estimated to be approximately $0.35 per unit to holders of PAA common units and PAGP Class A shares (Note: the ultimate estimated tax obligation of unitholders may alter the special distribution payment, if any). Holders of PAA common units and/or PAGP Class A shares should consult with their own tax advisors to evaluate the tax implications to them for any units or shares owned as of the closing date. Additionally, as a result of the restructuring of our Canadian crude assets, we do not anticipate that Plains will be required to pay any meaningful Canadian corporate taxes for the next several years following the closing of the transaction. Other Transaction DetailsAs of June 30, 2025, Plains will re-classify the NGL assets associated with the transaction as discontinued operations. Additional information regarding the transaction can be found in a presentation posted to the Plains Investor Relations website at Forward-Looking StatementsExcept for the historical information contained herein, the matters discussed in this release consist of forward-looking statements including, but not limited to, statements regarding the proposed transaction with Keyera and the terms, timing and anticipated operational, financial and strategic benefits thereof. There are a number of risks and uncertainties that could cause actual results or outcomes to differ materially from results or outcomes anticipated in the forward-looking statements. These risks and uncertainties include, among other things: changes in or disruptions to economic, market or business conditions; substantial declines in commodity prices or demand for crude oil and NGL; third-party constraints; legal constraints (including the impact of governmental regulations, orders or policies); fluctuations in the currency exchange rate of the Canadian dollar to the United States dollar; unforeseen delays with respect to the receipt of regulatory approvals and completion of other closing conditions; and other factors and uncertainties inherent in transactions of the type discussed herein or in our business as discussed in PAA's and PAGP's filings with the Securities and Exchange Commission. About PlainsPAA is a publicly traded master limited partnership that owns and operates midstream energy infrastructure and provides logistics services for crude oil and natural gas liquids (NGL). PAA owns an extensive network of pipeline gathering and transportation systems, in addition to terminalling, storage, processing, fractionation and other infrastructure assets serving key producing basins, transportation corridors and major market hubs and export outlets in the United States and Canada. On average, PAA handles approximately eight million barrels per day of crude oil and NGL. PAGP is a publicly traded entity that owns an indirect, non-economic controlling general partner interest in PAA and an indirect limited partner interest in PAA, one of the largest energy infrastructure and logistics companies in North America. PAA and PAGP are headquartered in Houston, Texas. More information is available at Investor Relations Contacts:Blake FernandezMichael GladsteinPlainsIR@ 809-1291Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Reuters
3 days ago
- Business
- Reuters
Keyera to buy Plains' Canadian natural gas liquids business for $3.77 billion
June 17 (Reuters) - Keyera Corp ( opens new tab said on Tuesday it has entered into a definitive agreement to buy substantially all of Plains' Canadian natural gas liquids business, plus select U.S. assets, for C$5.15 billion ($3.77 billion) in cash. The buyout expands Keyera's position with a fully connected natural gas liquids corridor stretching from western to eastern Canada, the company said. Keyera said the acquired assets include NGL extraction, fractionation, storage, as well as rail and truck terminals located across Alberta, Saskatchewan, Manitoba and Ontario. ($1 = 1.3662 Canadian dollars)
