November 14, 2011 - Financial releases
Montreal, November 11, 2011 – Gaz Métro inc. (“GMi”) announced today that it has entered into an agreement to sell to certain institutional investors in the United States and Canada on a private placement basis U.S.$260 million aggregate principal amount of 3.86% senior secured notes due in 2022 and 5.06% senior secured notes due in 2042 (together, the “Notes”). The Notes will be secured by a guarantee as to payment of principal and interest by Gaz Métro Limited Partnership (“Gaz Métro”), together with collateral security backed by the assets of GMi and Gaz Métro.
Proceeds from the private placement will be loaned by GMi to Gaz Métro on substantially similar terms as to interest rate and maturity, and will be used by Gaz Métro to partially fund its acquisition of Central Vermont Public Service Corporation (NYSE-CV, “CVPS”). In the event that the CVPS acquisition does not occur, proceeds will be used for general corporate purposes. The acquisition of CVPS was approved by a very strong majority of CVPS’s common shareholders at a meeting held on September 29, 2011. The acquisition is also subject to the approval of U.S. federal and state regulators, and is expected to be completed between May and July 2012. Therefore, the funding of the Notes is not anticipated to occur until such time, through a delayed funding, but in any event prior to October 1st, 2012.
“This private placement is another important step towards the acquisition of CVPS by Gaz Métro. Moreover, it confirms the confidence from investors towards Gaz Métro, particularly in the context of turbulent financial markets”, declared Pierre Despars, Executive Vice President, Corporate Affairs and Chief Financial Officer of Gaz Métro.
The Notes have not been registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act and applicable state securities laws.
Overview of Valener, Gaz Métro and GMi
Valener owns an economic interest of approximately 29% in Gaz Métro. Valener therefore has a stake in the energy industry and benefits from Gaz Métro’s diversified profile, both in terms of geography and business segment. Valener also owns an indirect interest of 24.5% in the wind power projects jointly developed by Beaupré Éole General Partnership and Boralex Inc. on the private lands of Séminaire de Québec. Valener may also pursue its own development projects and acquisition strategies subject to a non-competition agreement in favour of Gaz Métro and to applicable limitations under its credit facility. Valener’s common shares are listed on the Toronto Stock Exchange under the “VNR” trading symbol. www.valener.com.
With over $3.5 billion in assets, Gaz Métro is Quebec’s leading natural gas distributor. Its
GMi mainly holds an economic interest of approximately 71% in Gaz Métro, for which it acts as the General Partner and a financing vehicle.
Cautionary note regarding forward-looking statements
Certain statements contained in this press release may be forward-looking pursuant to applicable securities laws. Such forward-looking statements reflect the intentions, plans, expectations and opinions of the management (the “Management”) of GMi and are based on information currently available to Management and assumptions about future events. Forward-looking statements involve known and unknown risks and uncertainties and other factors outside Valener or Gaz Métro’s control. A number of factors could cause actual results of Valener and Gaz Métro to differ materially from the current expectations as expressed in the forward-looking statements.
Although these forward-looking statements are based upon what Management believes to be reasonable assumptions, Valener and Gaz Métro cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and Valener and Gaz Métro assume no obligation to update or revise them to reflect new events or circumstances, except as required pursuant to applicable securities laws. You are cautioned not to place undue reliance on these forward-looking statements. The complete version of the cautionary note regarding forward-looking statements as well as a description of the relevant assumptions and risk factors likely to affect Valener’s and Gaz Métro’s actual results are included in the Management’s Discussion and Analysis for the year ended September 30, 2010 of Valener and Gaz Métro, and in Valener’s disclosure filings. These documents are available on SEDAR at www.sedar.com.
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