TC Energy provides Series 9 Preferred Shares conversion right and dividend rate notice
September 18 2019 - 9:00AM
News Release – TC Energy Corporation (TSX:TRP) (NYSE:TRP) (TC
Energy) announced today that it does not intend to exercise its
right to redeem its Cumulative Redeemable First Preferred Shares,
Series 9 (Series 9 Shares) on October 30, 2019. As a result,
subject to certain conditions, the holders of Series 9 Shares have
the right to choose one of the following options with regard to
their shares:
- to retain any or all of their Series 9 Shares and continue to
receive a fixed rate quarterly dividend; or
- to convert, on a one-for-one basis, any or all of their Series
9 Shares into Cumulative Redeemable First Preferred Shares, Series
10 (Series 10 Shares) of TC Energy and receive a floating rate
quarterly dividend.
The dividend rate applicable to the Series 9
Shares for the five-year period commencing on October 30, 2019 to,
but excluding, October 30, 2024 will equal the Government of Canada
five-year bond yield on October 1, 2019 plus 2.35 per cent. The
dividend rate applicable to the Series 10 Shares for the
three-month period commencing on October 30, 2019 to, but
excluding, January 30, 2020 will equal the Government of Canada
90-day treasury bill rate on October 1, 2019 plus 2.35 per cent.
Both rates will be calculated according to the terms of the
prospectus supplement dated January 13, 2014 and announced by way
of a news release on October 1, 2019.
Beneficial owners of Series 9 Shares who want to
exercise their right of conversion should communicate as soon as
possible with their broker or other nominee and ensure that they
follow their instructions in order to meet the deadline to exercise
such right, which is 5 p.m. (EDT) on October 15, 2019. Any notices
received after this deadline will not be valid. As such, it is
recommended that this be done well in advance of the deadline in
order to provide the broker or other nominee with time to complete
the necessary steps.
The foregoing conversions are subject to the
conditions that: (i) if TC Energy determines that there would be
less than one million Series 9 Shares outstanding after October 30,
2019, then all remaining Series 9 Shares will automatically be
converted into Series 10 Shares on a one-for-one basis on October
30, 2019 and (ii) alternatively, if TC Energy determines that there
would be less than one million Series 10 Shares outstanding after
October 30, 2019, no Series 9 Shares will be converted into Series
10 Shares. In either case, TC Energy will issue a news release to
that effect no later than October 23, 2019.
Beneficial owners of Series 9 Shares who do not
provide notice or communicate with their broker or other nominee by
the deadline will retain their Series 9 Shares and receive the new
annual fixed dividend rate applicable to the Series 9 Shares,
subject to the conditions stated above.
Holders of the Series 9 Shares and the Series 10
Shares will have the opportunity to convert their shares again on
October 30, 2024 and every five years thereafter as long as the
shares remain outstanding.
For more information on the terms of, and risks
associated with an investment in the Series 9 Shares and the Series
10 Shares, please see the Corporation’s prospectus supplement dated
January 13, 2014 which is available on sedar.com or on the
Corporation's website.
TC Energy and its affiliates deliver the energy millions of
people rely on every day to power their lives and fuel industry.
Focused on what we do and how we do it, we are guided by core
values of safety, responsibility, collaboration and integrity. Our
more than 7,000 people are committed to sustainably developing and
operating pipeline, power generation and energy storage facilities
across Canada, the U.S. and Mexico. TC Energy’s common shares trade
on the Toronto (TSX) and New York (NYSE) stock exchanges under the
symbol TRP. Visit TCEnergy.com and connect with us on social media
to learn more.
FORWARD-LOOKING INFORMATIONThis release
contains certain information that is forward-looking and is subject
to important risks and uncertainties (such statements are usually
accompanied by words such as "anticipate", "expect", "believe",
"may", "will", "should", "estimate", "intend" or other similar
words). Forward-looking statements in this document are intended to
provide TC Energy security holders and potential investors with
information regarding TC Energy and its subsidiaries, including
management's assessment of TC Energy's and its subsidiaries' future
plans and financial outlook. All forward-looking statements reflect
TC Energy's beliefs and assumptions based on information available
at the time the statements were made and as such are not guarantees
of future performance. As actual results could vary significantly
from the forward-looking information, you should not put undue
reliance on forward-looking information and should not use
future-oriented information or financial outlooks for anything
other than their intended purpose. We do not update our
forward-looking information due to new information or future
events, unless we are required to by law. For additional
information on the assumptions made, and the risks and
uncertainties which could cause actual results to differ from the
anticipated results, refer to the Quarterly Report to Shareholders
dated July 31, 2019 and the 2018 Annual Report filed under TC
Energy's profile on SEDAR at www.sedar.com and with the U.S.
Securities and Exchange Commission at www.sec.gov.
Media Enquiries:Jaimie Harding / Hejdi
Carlsen403.920.7859 or 800.608.7859
Investor & Analyst Enquiries:David Moneta /
Duane Alexander403.920.7911 or 800.361.6522
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