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TIDEWATER MIDSTREAM AND INFRASTRUCTURE LTD. ANNOUNCES CLOSING OF $80.5 MILLION BOUGHT DEAL FINANCING, BOARD UPDATE AND DIVIDEND
THIS RELEASE IS INTENDED FOR DISTRIBUTION OUTSIDE THE UNITED STATES ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION WITHIN THE UNITED STATES
CALGARY, ALBERTA - Tidewater Midstream and Infrastructure Ltd. (“Tidewater” or the “Corporation”) (TSX VENTURE: TWM) announces that it has closed its previously announced bought deal financing. A total of 57,500,000 common shares have been issued at a price $1.40 per share for gross proceeds of $80,500,000, which included the exercise in full of the over-allotment option granted to the underwriters (the “Offering”).
The syndicate of underwriters was co-led by CIBC World Markets Inc., Macquarie Capital Markets Canada Ltd., and National Bank Financial Inc., and included Beacon Securities Limited, Acumen Capital Finance Partners Limited, FirstEnergy Capital Corp., GMP Securities L.P., Cormark Securities Inc., Paradigm Capital Inc., AltaCorp Capital Inc., Canaccord Genuity Corp., and Desjardins Securities Inc.
The net proceeds from the Offering will be used to reduce indebtedness that was partially incurred to fund the acquisition of certain AltaGas Ltd. (“AltaGas”) infrastructure assets, which closed on February 29, 2016 (the “Acquisition”), to evaluate various projects and for general corporate purposes. All of the projects the Corporation is evaluating are in the early stages of evaluation. Such projects include potential capital investments (including pipelines, NGL terminals and truck racks and fractionation facilities), acquisitions and consolidation opportunities.
Pursuant to the Acquisition, AltaGas has proposed and nominated David R. Wright to the board of directors of Tidewater (the “Board”).
Mr. Wright is the former Executive Vice President, Strategy and Corporate Development at AltaGas and has over 30 years of experience in energy, power, infrastructure, utility and legal businesses, as well as in a broad range of governance and community service roles. It is anticipated that Mr. Wright will join the Board on March 23, 2016. Upon the addition of Mr. Wright, the Board will be comprised of Joel MacLeod, Doug Fraser, Stephen Holyoake, Trevor Wong-Chor and David Wright.
Tidewater is pleased to announce that its Board has declared a dividend for the first quarter 2016 of $0.01 per common share payable on or about April 29, 2016 to shareholders of record on March 31, 2016. The ex-dividend date is March 29, 2016. This dividend is an eligible dividend for the purpose of the Income Tax Act (Canada).
The Corporation’s Business
Tidewater is a public company listed on the TSX-V that was incorporated under the Alberta Business Corporations Act on February 4, 2015 to pursue the purchase, sale and transportation of natural gas liquids (“NGLs”) throughout North America and export to overseas markets. Tidewater is also engaged in the acquisition of oil and gas infrastructure, including gas plants, pipelines, NGLs by rail, export terminals and storage facilities. Tidewater continues to investigate opportunities with North American producers and mid-streamers for the acquisition and operation of such infrastructure projects.
Advisory Regarding Forward-Looking Statements
In the interest of providing Tidewater’s shareholders and potential investors with information regarding Tidewater, including management's assessment of Tidewater's future plans and operations, certain statements in this press release are “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities legislation (collectively, “forward-looking statements”). In some cases, forward-looking statements can be identified by terminology such as “anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”, “forecast”, “intend”, “may”, “objective”, “ongoing”, “outlook”, “potential”, “project”, “plan”, “should”, “target”, “would”, “will” or similar words suggesting future outcomes, events or performance. The forward-looking statements contained in this press release speak only as of the date thereof and are expressly qualified by this cautionary statement.
Specifically, this press release contains forward-looking statements relating to but not limited to: our business strategies, plans and objectives and the use of proceeds for the Offering. These forward-looking statements are based on certain key assumptions regarding, among other things: our ability to execute on our business plan, revenue expectations, production expectations in the Deep Basin, our operating activities; the availability and cost of labour and other industry services; the continuance of existing and, in certain circumstances, proposed tax and royalty regimes; and current industry conditions, laws and regulations continuing in effect (or, where changes are proposed, such changes being adopted as anticipated). Readers are cautioned that such assumptions, although considered reasonable by Tidewater at the time of preparation, may prove to be incorrect.
Actual results achieved will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors.
The above summary of assumptions and risks related to forward-looking statements in this press release has been provided in order to provide shareholders and potential investors with a more complete perspective on Tidewater’s current and future operations and such information may not be appropriate for other purposes. There is no representation by Tidewater that actual results achieved will be the same in whole or in part as those referenced in the forward-looking statements and Tidewater does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law.
U.S. Securities Laws
This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States unless an exemption from such registration is available.
Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. securities laws.
TSX Venture Exchange
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Tidewater Midstream and Infrastructure Ltd.
Joel A. MacLeod
Chairman, President and Chief Executive Officer