Divestiture Will Provide Cash Proceeds to Fund
Long-term Growth Opportunities and Continue to Strengthen Balance
Sheet, While Concentrating AltaGas' Utilities Platform in the High
Growth Eastern U.S.
CALGARY,
AB, May 26, 2022 /CNW/ - AltaGas Ltd.
("AltaGas" or the "Company") (TSX: ALA) today announced an
agreement to sell its Alaskan Utilities to TriSummit Utilities Inc.
("TriSummit") for US$800 million
(approximately CAD$1.025 billion).
The sale price represents 2.3x 2021 rate base and 29x 2021 allowed
earnings. The transaction is anticipated to close no later than the
first quarter of 2023 and will be subject to customary closing
conditions, including State regulatory approvals.
"We are pleased to have the opportunity to monetize the Alaskan
Utilities at a compelling valuation" said Randy Crawford, President and Chief Executive
Officer of AltaGas. "We believe the valuation reflects the strong
long-term performance of the Alaskan platform, which has a long
history of delivering safe, reliable and affordable energy to its
customers, operating with an industry-leading safety record, and
driving positive outcomes for all of its stakeholders. We believe
that TriSummit will be an excellent steward to the Alaskan
Utilities' stakeholders in the next chapter of its corporate life,
along with the continued direction from the highly capable Alaskan
senior leadership team and the dedicated employees that will be
joining TriSummit post-closing. The transaction provides AltaGas
the ability to recycle capital to fund higher growth investments
into our Utilities infrastructure upgrade programs and our North
American West Coast exports and Midstream platform while
simultaneously continuing to strengthen our balance sheet."
"We are excited to announce this transaction and look forward to
welcoming the ENSTAR team to TriSummit," said Jared Green, President and Chief Executive
Officer of TriSummit. "The dedication and culture of ENSTAR, which
is very similar to TriSummit, has provided them with a solid track
record and makes this an excellent fit for TriSummit. Our top
priority is ensuring a smooth transition, maintaining the strong
relationships ENSTAR has in its communities, and to fully support
ENSTAR as they continue to provide customers with safe, reliable
and affordable service."
The sale will include AltaGas' 100% interest in ENSTAR Natural
Gas, the largest local gas distribution company in Alaska with approximately 150,000 customers;
the Alaska Pipeline Company, which operates transmission and
distribution pipelines for ENSTAR; the Company's 65% indirect
interest in Cook Inlet Natural Gas Storage Alaska (CINGSA), which
is the only commercial state-regulated natural gas storage
facility; and other ancillary unregulated operations. ENSTAR and
CINGSA will continue to operate as standalone utilities and remain
headquartered in Alaska with all
ENSTAR employees joining TriSummit concurrent with closing.
AltaGas' Utilities are Positioned
for Marked Growth Over the Coming Years
Following the Alaskan Utilities divestiture, all of AltaGas'
remaining Utilities will be concentrated in the Eastern U.S.,
including Maryland, Virginia, Michigan and the District of Columbia, some of the fastest
growing regions in the U.S. which are expected to deliver
industry-leading rate base growth through 2026. This growth will be
underpinned by AltaGas' ongoing investments in infrastructure
upgrades through various accelerated replacement programs (ARPs),
including the recently filed enhanced Virginia SAVE program, which
are focused on improving the safety and reliability of the network,
reducing long-term operating costs, and delivering improved
environmental outcomes; all of which meet the needs and improve the
lives of AltaGas' customers.
Alaskan Monetization Provides
Strong Cash Proceeds to Reduce Leverage and to Fund AltaGas' Robust
Growth Opportunities
AltaGas remains steadfast in the Company's capital allocation
framework, including balancing AltaGas' desire to fund its strong
long-term growth opportunities, reduce leverage ratios over the
medium- to- long-term, and increase returns of capital to
shareholders through steady and consistent dividend growth. The
Alaskan sale is a continuation of this emphasis and the capital
recycling focus that has been part of AltaGas' organizational
DNA. This strategy provides AltaGas the ability to
successfully reduce debt while simultaneously funding growth
through investments in our Utilities ARPs and across our
industry-leading Global Exports and Midstream platform.
AltaGas' total near-term deleveraging from the Alaskan
monetization is estimated to be approximately CAD$985 million, net of expected cash taxes. Sale
proceeds will initially be used to reduce debt while providing
AltaGas with the financial flexibility to advance the Company's
strong growth opportunities across the Utilities and Midstream
platforms over the coming years. The closing date of the
transaction is expected to be no later than the first quarter of
2023 and will follow the receipt of all customary closing
conditions and regulatory approvals.
AltaGas' 2022 guidance remains unchanged and includes 2022
Normalized EPS guidance of $1.80 - $1.95, compared
to actual normalized EPS of $1.78 and GAAP EPS
of $0.82 in 2021, and 2022 Normalized EBITDA guidance
of $1.50 billion - $1.55 billion, compared to actual
normalized EBITDA of $1.49 billion and income before
taxes of $446 million in 2021.
Transaction Details
The transaction has been approved by AltaGas and TriSummit's
Board of Directors and is not subject to any financing conditions
with TriSummit having provided full financing commitments from its
indirect shareholders.
Advisors
RBC Capital Markets, LLC and Scotiabank are acting as
co-financial advisors and Torys LLP is acting as legal advisors to
AltaGas on the transaction.
ABOUT ALTAGAS
AltaGas is a leading North American infrastructure company that
connects customers and markets to affordable and reliable sources
of energy. The Company operates a diversified, lower-risk,
high-growth Utilities and Midstream business that is focused on
delivering resilient and durable value for its stakeholders.
For more information visit www.altagas.ca or reach out to one of
the following:
Jon Morrison
Senior
Vice President, Investor Relations & Corporate Development
Jon.Morrison@altagas.ca
Adam McKnight
Director,
Investor Relations
Adam.McKnight@altagas.ca
Investor Inquiries
1-877-691-7199
investor.relations@altagas.ca
Media Inquiries
1-403-206-2841
media.relations@altagas.ca
FORWARD-LOOKING
INFORMATION
This news release contains forward-looking information
(forward-looking statements). Words such as "may", "can", "would",
"could", "should", "will", "intend", "plan", "anticipate",
"believe", "aim", "seek", "propose", "contemplate", "estimate",
"focus", "strive", "forecast", "expect", "project", "target",
"potential", "objective", "continue", "outlook", "vision",
"opportunity" and similar expressions suggesting future events or
future performance, as they relate to the Corporation or any
affiliate of the Corporation, are intended to identify
forward-looking statements. In particular, this news release
contains forward-looking statements with respect to, among other
things, business objectives, expected growth, results of
operations, performance, business projects and opportunities and
financial results. Specifically, such forward-looking
statements included in this document include, but are not limited
to, statements with respect to the following: the anticipated
timeline for closing of the sale of AltaGas' Alaskan Utilities;
satisfaction of customary closing conditions, including regulatory
approvals; expected future use of capital, including funding
Utilities infrastructure programs and Global Exports and Midstream
platforms; expected impact on AltaGas' balance sheet; anticipated
growth in Eastern U.S. rate base; strategic goals of AltaGas'
ongoing investments in infrastructure upgrades; AltaGas'
de-leveraging strategy in the near-, medium- and long-term; future
increases in returns of capital and dividend growth; expected use
of sale proceeds; expected 2022 Normalized EPS guidance of
$1.80 - $1.95 per share; and expected 2022 Normalized
EBITDA guidance of $1.50 billion -
$1.55 billion.
These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results,
events and achievements to differ materially from those expressed
or implied by such statements. Such statements reflect AltaGas'
current expectations, estimates, and projections based on certain
material factors and assumptions at the time the statement was
made. Material assumptions include: assumptions regarding
asset sales anticipated to close in 2022/2023, effective tax rates,
the U.S./Canadian dollar exchange rate, the expected impact of the
COVID-19 pandemic, inflation, the performance of the businesses
underlying each sector, access to capital, timing and receipt of
regulatory approvals, acquisition and divestiture activities,
operational expenses, returns on investments, dividend levels, and
transaction costs.
AltaGas' forward-looking statements are subject to certain
risks and uncertainties which could cause results or events to
differ from current expectations, including, without limitation:
risk related to pandemics, epidemics or disease outbreaks,
including COVID-19; health and safety risks; operating risk;
natural gas supply risks; infrastructure; service interruptions;
cyber security, information, and control systems; climate-related
risks, including carbon pricing; regulatory risks; litigation risk;
changes in law; reputation risk; capital market and liquidity
risks; general economic conditions; internal credit risk; foreign
exchange risk; debt financing, refinancing, and debt service risk;
interest rates; counterparty and supplier risk; dependence on
certain partners; growth strategy risk; underinsured and uninsured
losses; impact of competition in AltaGas' businesses; counterparty
credit risk; market risk; composition risk; collateral; rep
agreements; variability of dividends; risk management costs and
limitations; and the other factors discussed under the heading
"Risk Factors" in the Corporation's Annual Information Form for the
year ended December 31, 2021 and set
out in AltaGas' other continuous disclosure documents.
Many factors could cause AltaGas' or any particular business
segment's actual results, performance or achievements to vary from
those described in this press release, including, without
limitation, those listed above and the assumptions upon which they
are based proving incorrect. These factors should not be construed
as exhaustive. Should one or more of these risks or uncertainties
materialize, or should assumptions underlying forward-looking
statements prove incorrect, actual results may vary materially from
those described in this news release as intended, planned,
anticipated, believed, sought, proposed, estimated, forecasted,
expected, projected or targeted and such forward-looking statements
included in this news release, should not be unduly relied upon.
The impact of any one assumption, risk, uncertainty, or other
factor on a particular forward-looking statement cannot be
determined with certainty because they are interdependent and
AltaGas' future decisions and actions will depend on management's
assessment of all information at the relevant time. Such statements
speak only as of the date of this news release. AltaGas does not
intend, and does not assume any obligation, to update these
forward-looking statements except as required by law. The
forward-looking statements contained in this news release are
expressly qualified by these cautionary statements.
Financial outlook information contained in this news release
about prospective financial performance, financial position, or
cash flows is based on assumptions about future events, including
economic conditions and proposed courses of action, based on
AltaGas management's (Management) assessment of the relevant
information currently available. Readers are cautioned that such
financial outlook information contained in this news release should
not be used for purposes other than for which it is disclosed
herein.
Additional information relating to AltaGas, including its
quarterly and annual MD&A and Consolidated Financial
Statements, AIF, and press releases are available through AltaGas'
website at www.altagas.ca or through SEDAR at
www.sedar.com.
SOURCE AltaGas Ltd.