TC Energy provides conversion right and dividend rate notice for Series 5 and 6 preferred shares
December 31 2020 - 3:00PM
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 5 (Series 5 Shares) and Cumulative Redeemable First
Preferred Shares, Series 6 (Series 6 Shares) on January 30, 2021.
As a result, subject to certain conditions:
(a) the holders of Series 5
Shares have the right to choose one of the following options with
regard to their shares:
- to retain any or all of their
Series 5 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 5 Shares into Series 6 Shares and
receive a floating rate quarterly dividend, and
(b) the holders of Series 6 Shares have the
right to choose one of the following options with regard to their
shares:
- to retain any or all of their
Series 6 Shares and continue to receive a floating rate quarterly
dividend; or
- to convert, on a one-for-one basis,
any or all of their Series 6 Shares into Series 5 Shares and
receive fixed rate quarterly dividend.
Should a holder of Series 5 Shares choose to
retain their shares, such shareholders will receive the new annual
fixed dividend rate applicable to Series 5 Shares of 1.949% for the
five-year period commencing January 30, 2021 to, but excluding,
January 30, 2026. Should a holder of Series 5 Shares choose to
convert their shares to Series 6 Shares, holders of Series 6 Shares
will receive the floating quarterly dividend rate applicable to the
Series 6 Shares of 1.655% for the three-month period commencing
January 30, 2021 to, but excluding, April 30, 2021. The floating
dividend rate will be reset every quarter.
Should a holder of Series 6 Shares choose to
retain their shares, such shareholders will receive the floating
quarterly dividend rate applicable to Series 6 Shares of 1.655% for
the three-month period commencing January 30, 2021 to, but
excluding, April 30, 2021. The floating dividend rate will be reset
every quarter. Should a holder of Series 6 Shares choose to convert
their shares to Series 5 Shares, holders of Series 5 Shares will
receive the new fixed quarterly dividend rate applicable to the
Series 5 Shares of 1.949% for the five-year period commencing
January 30, 2021 to, but excluding, January 30, 2026.
Beneficial owners of Series 5 Shares and Series
6 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. (EST) on January
15, 2021. 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.
Beneficial owners of Series 5 or Series 6 Shares
who do not provide notice or communicate with their broker or other
nominee by the deadline will retain their respective Series 5
Shares or Series 6 Shares, as applicable, and receive the new
dividend rate applicable to such shares, subject to the conditions
stated below.
The foregoing conversions are subject to the
conditions that: (i) if TC Energy determines that there would be
less than one million Series 5 Shares outstanding after January 30,
2021, then all remaining Series 5 Shares will automatically be
converted into Series 6 Shares on a one-for-one basis on January
30, 2021, and (ii) if TC Energy determines that there would be
less than one million Series 6 Shares outstanding after January 30,
2021, then all of the remaining outstanding Series 6 Shares will
automatically be converted into Series 5 Shares on a one-for-one
basis on January 30, 2021. In either case, TC Energy will issue a
news release to that effect no later than January 22, 2021.
Holders of Series 5 Shares and Series 6 Shares
will have the opportunity to convert their shares again on January
30, 2021 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 5 Shares and the Series
6 Shares, please see the prospectus supplement dated June 17, 2010
which is available on sedar.com or on our website.About TC
EnergyWe are a vital part of everyday life — delivering
the energy millions of people rely on to power their lives in a
sustainable way. Thanks to a safe, reliable network of natural gas
and crude oil pipelines, along with power generation and storage
facilities, wherever life happens — we’re there. Guided by our core
values of safety, responsibility, collaboration and integrity, our
more than 7,500 people make a positive difference in the
communities where we operate 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.
FORWARD-LOOKING INFORMATION This news 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 news release 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 most recent Quarterly
Report to Shareholders and 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.
-30-
Media Enquiries:Jaimie Harding / Hejdi Carlsen
403-920-7859 or 800-608-7859
Investor & Analyst Inquiries: David Moneta
/ Hunter Mau 403-920-7911 or 800-361-6522
PDF
available: http://ml.globenewswire.com/Resource/Download/b5d84146-b656-482b-9ea4-e787c0401d2e
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