Tidewater announces change in purchaser on Pioneer Pipeline disposition

Oct 01, 2020

CALGARY, AB, Oct. 1, 2020 /CNW/ - Tidewater Midstream and Infrastructure Ltd. ("Tidewater" or the "Corporation"), together with its partner TransAlta Corporation ("TransAlta") has entered into an updated Purchase and Sale Agreement ("PSA") with ATCO Gas and Pipelines Ltd. ("ATCO") to sell the Pioneer Pipeline to ATCO for a purchase price of CDN $255 million under substantially similar terms to the previously announced transaction with NOVA Gas Transmission Ltd. ("NGTL"). This PSA replaces the previously announced purchase and sale agreement to sell the Pioneer Pipeline to NGTL.  ATCO acquired the right to purchase the Pioneer Pipeline through an option agreement with NGTL.  The transaction is subject to customary conditions in a transaction of this nature including regulatory approvals by the Alberta Utilities Commission and the Alberta Energy Regulator. 

Following closing of the transaction, the Pioneer Pipeline will be integrated into NGTL's and ATCO's Alberta integrated natural gas transmission systems to provide reliable natural gas supply to TransAlta's power generating units at Sundance and Keephills.  Subsequent  to the sale of the Pioneer Pipeline, Tidewater will enter into additional long-term firm receipt gas transportation agreements with NGTL  and is in discussions with NGTL for additional services at the Brazeau River Complex to take effect following the termination of the existing 15 year take or pay agreement with TransAlta.   Tidewater's current commitments on the Pioneer Pipeline, including the delivery of 139 TJ/day of natural gas to TransAlta will remain in place until closing of the sale to ATCO.

Toby McKenna, President of the Midstream division at Tidewater said "This transaction is beneficial to all parties involved as TransAlta converts its coal fired plants to clean burning natural gas.  All stakeholders will gain from increased natural gas flows."

About Tidewater

Tidewater is traded on the TSX under the symbol "TWM". Tidewater's business objective is to build a diversified midstream and infrastructure company in the North American natural gas, natural gas liquids and crude oil and refined product space. Its strategy is to profitably grow and create shareholder value through the acquisition and development of oil and gas infrastructure. Tidewater plans to achieve its business objective by providing customers with a full service, vertically integrated value chain, including gas plants, pipelines, railcars, export terminals, storage and downstream facilities.

Cautionary Notes

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 information" within the ‎meaning of applicable Canadian securities legislation ("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: the sale of the Pioneer Pipeline to ATCO, subject to customary conditions including regulatory approval (the "Proposed Transaction") and the proceeds to be received by Tidewater from the Proposed Transaction; the integration of the Pioneer Pipeline into NGTL's and ATCO's Alberta natural gas transmission systems; the anticipated receipt of all regulatory approvals for the Proposed Transaction; and anticipated outcomes of discussions with NGTL for additional long-term firm receipt as transportation agreements and additional services at the Brazeau River Complex.  These forward-looking statements are based on certain key assumptions regarding, among other things: Tidewater's ability to execute on its business plan; the timely receipt of all governmental and regulatory approvals; the availability of capital to fund future capital requirements relating to existing assets and projects; that third parties will provide any necessary support; that any third party projects relating to the Corporation's divestitures will be sanctioned and completed as expected; that there are no unforeseen events preventing the performance of contracts; that there are no unforeseen material changes related to the divestitures and that such divestitures will close as expected; that counterparties will comply with contracts in a timely manner; new commercial arrangements or current operations; our operating activities; 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. These known and unknown risks and uncertainties, include, but are not limited to: the regulatory environment and decisions; the possibility that governmental policies or laws may change or governmental approvals may be delayed or withheld; the ability of Tidewater or its joint venture partners or customers to raise sufficient capital (or to raise sufficient capital on favourable terms) to fund future expansions and growth projects and satisfy future commitments; failure to negotiate and conclude any required commercial agreements; risks and impacts related to widespread epidemic or pandemic outbreaks, including COVID-19; non-performance of agreements in accordance with their terms; the impact of competitive entities and pricing; reliance on key industry partners, alliances and agreements; the continuation or completion of third-party projects; actions by governmental or regulatory authorities including changes in tax laws and treatment, construction delays; labour and material shortages; and certain other risks detailed from time to time in Tidewater's public disclosure documents including, among other things, those detailed under the heading "Risk Factors" in Tidewater's management's discussion and analysis and annual information form for the year ended December 31, 2019.

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.

Additional information relating to Tidewater is available on SEDAR at www.sedar.com and at www.tidewatermidstream.com.

SOURCE Tidewater Midstream and Infrastructure Ltd.