Gaz Métro announces closing of its previously announced equity offering of $100 million by way of private placement

October 7, 2010 - Financial releases

Montréal, October 7, 2010 – Gaz Métro Limited Partnership (“Gaz Métro”) is pleased to announce that it completed its previously announced equity offering by issuing by way of a private placement 5,885,816 new units from its treasury at a price of $16.99 per unit to Gaz Métro inc. (“GMi”) and Valener Inc. (“Valener”), pro rata based on their respective share of units outstanding, for aggregate gross proceeds of approximately $100 million to be used by Gaz Métro for the repayment of existing debt. Gaz Métro completed this equity offering in order to, as previously announced, bring its capital structure (namely its debt/total capitalization ratio) in line with its historical level further to an increase of such ratio following the acquisition of Green Mountain Power Corporation in 2007 which was financed entirely with debt.

The capital injection by GMi and Valener completed today followed the delivery of an issue notice by Gaz Métro on October 1, 2010 and the exercise on the same date by each of GMi and Valener of their pre-emptive rights under the limited partnership agreement of Gaz Métro, thereby maintaining their pro rata economic interests in Gaz Métro of approximately 71% for GMi and 29% for Valener.

GMi financed its subscription of new units by way of issuance of common shares to Noverco Inc. for gross proceeds of approximately $71 million.

Valener Overview

Valener is a new publicly listed corporation which holds an economic interest of approximately 29% in Gaz Métro. Valener therefore has a stake in the energy industry and benefits from the diversified profile of Gaz Métro, both geographically and by business segment. Valener has also been granted an option to acquire a 24.5% indirect interest in the wind power projects jointly developed directly or indirectly by Gaz Métro and Boralex Inc. on the private property of the Seigneurie de Beaupré. Valener may also pursue its own development projects and acquisition strategies subject to a non-competition undertaking 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 symbol “VNR”. www.valener.com

Gaz Métro Overview

With over $3.6 billion in assets, Gaz Métro is Québec’s leading natural gas distributor. Operating in this regulated industry for over 50 years, Gaz Métro has become the trusted energy provider to some 180,000 customers in Québec and 136,000 customers in Vermont while developing the skills and expertise needed to diversify beyond natural gas. Gaz Métro’s prudent growth strategy has been marked by the successful entry into electricity distribution in Vermont and development of wind power projects in Québec. Offering historically strong and stable distributions and showing a competitive spirit, Gaz Métro is committed to its customers, Partners, employees and the community.

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 of Gaz Métro inc., Gaz Métro’s general partner, 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 management’s control. A number of factors could cause actual results of 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, management 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 management assumes 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 risk factors likely to affect Gaz Métro’s actual results are included in the Management Information Circular of Gaz Métro dated July 28, 2010. This document is available on SEDAR at www.sedar.com and on Gaz Métro’s website at www.gazmetro.com.

For additional information:  
  
Investors and analysts
Caroline Warren 
Investor Relations 
514-598-3324 

Media 
Marie-Noëlle Cano 
Media and Public Relations 
514-598-3449 

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