TransCanada Provides Series 7 Preferred Shares Conversion Right and Dividend Rate Notice
March 15 2019 - 7:30AM
TransCanada Corporation (TSX:TRP) (NYSE:TRP) (TransCanada)
announced today that it does not intend to exercise its right to
redeem its Cumulative Redeemable First Preferred Shares, Series 7
(Series 7 Shares) on April 30, 2019. As a result, subject to
certain conditions, the holders of Series 7 Shares have the right
to choose one of the following options with regard to their shares:
- to retain any or all of their Series 7 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
7 Shares into Cumulative Redeemable First Preferred Shares, Series
8 (Series 8 Shares) of TransCanada and receive a floating rate
quarterly dividend.
The dividend rate applicable to the Series 7
Shares for the five-year period commencing on April 30, 2019 to,
but excluding, April 30, 2024 will equal the Government of Canada
five-year bond yield on April 1, 2019 plus 2.38 per cent. The
dividend rate applicable to the Series 8 Shares for the three-month
period commencing on April 30, 2019 to, but excluding, July 30,
2019 will equal the Government of Canada 90-day treasury bill rate
on April 1, 2019 plus 2.38 per cent. Both rates will be calculated
according to the terms of the prospectus supplement dated November
14, 2011, and announced by way of a news release on April 1,
2019.
Beneficial owners of Series 7 Shares who wish 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 April 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 intermediary with time to
complete the necessary steps.
The foregoing conversions are subject to the
conditions that: (i) if TransCanada determines that there would be
less than one million Series 7 Shares outstanding after April 30,
2019, then all remaining Series 7 Shares will automatically be
converted into Series 8 Shares on a one-for-one basis on April 30,
2019, and (ii) alternatively, if TransCanada determines that there
would be less than one million Series 8 Shares outstanding after
April 30, 2019, no Series 7 Shares will be converted into Series 8
Shares. In either case, TransCanada will issue a news release to
that effect no later than April 23, 2019.
Beneficial owners of Series 7 Shares who do not
provide notice or communicate with their broker or other nominee by
the deadline will retain their Series 7 Shares and receive the new
annual fixed dividend rate applicable to the Series 7 Shares,
subject to the conditions stated above.
Holders of the Series 7 Shares and the Series 8
Shares will have the opportunity to convert their shares again on
April 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 7 Shares and the Series
8 Shares, please see the Corporation’s prospectus
supplement dated November 14, 2011 which is available on
sedar.com or on the Corporation's website.
With more than 65 years' experience, TransCanada
is a leader in the responsible development and reliable operation
of North American energy infrastructure including natural gas and
liquids pipelines, power generation and gas storage facilities.
TransCanada operates one of the largest natural gas transmission
networks that extends more than 92,600 kilometres (57,500 miles),
connecting major gas supply basins to markets across North America.
TransCanada is a leading provider of gas storage and related
services with 653 billion cubic feet of storage capacity. A large
independent power producer, TransCanada currently owns or has
interests in more than 6,600 megawatts of power generation in
Canada and the United States. TransCanada is also the developer and
operator of one of North America’s leading liquids pipeline systems
that extends approximately 4,900 kilometres (3,000 miles),
connecting growing continental oil supplies to key markets and
refineries. TransCanada’s common shares trade on the Toronto and
New York stock exchanges under the symbol TRP. Visit
TransCanada.com to learn more, or connect with us on social
media.
FORWARD-LOOKING INFORMATION
This publication 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 TransCanada
security holders and potential investors with information regarding
TransCanada and its subsidiaries, including management's assessment
of TransCanada's and its subsidiaries' future plans and financial
outlook. All forward-looking statements reflect TransCanada's
beliefs and assumptions based on information available at the time
the statements were made and as such are not guarantees of future
performance. Readers are cautioned not to place undue reliance on
this forward-looking information, which is given as of the date it
is expressed in this news release, and not to use future-oriented
information or financial outlooks for anything other than their
intended purpose. TransCanada undertakes no obligation to update or
revise any forward-looking information except as required 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 Fourth Quarter 2018 Financial
Highlights release and 2018 Annual Report filed under TransCanada's
profile on SEDAR at www.sedar.com and with the U.S. Securities and
Exchange Commission at www.sec.gov.
Media Enquiries:Grady Semmens403.920.7859 or
800.608.7859
Investor & Analyst Enquiries:David Moneta /
Duane Alexander403.920.7911 or 800.361.6522
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