Calgary, Alberta–(Newsfile Corp. – December 22, 2022) – TriSummit Utilities Inc. (“TSU”) announced that its wholly-owned indirect United States subsidiary, Alaska Utility Holdings Inc. (“AUHI”) has entered into a note purchase agreement with institutional investors to issue, on a private placement basis, series A senior unsecured notes in the aggregate principal amount of US$50 million that carry a coupon rate of 5.34% and mature on December 15, 2027, series B senior unsecured notes in the aggregate principal amount of US$25 million that carry a coupon rate of 5.38% and mature on March 31, 2030 and series C senior unsecured notes in the aggregate principal amount of US$90 million that carry a coupon rate of 5.41% and mature on March 31, 2033 (collectively, the “AUHI Offerings”).
Subject to completion of the AUHI Offerings, AUHI intends to use the net proceeds of the AUHI Offerings to partially finance TSU’s previously announced acquisition of ENSTAR Natural Gas Company, the Alaska Pipeline Company, the Norstar Pipeline Company, Inc. and a 65 percent indirect interest in Cook Inlet Natural Gas Storage Alaska, LLC by AUHI (the “Acquisition”).
Subject to certain customary closing conditions, the AUHI Offerings are expected to close prior to or concurrently with the closing of the Acquisition, which is expected to close on February 28, 2023, subject to certain customary closing conditions.
In addition, TSU announced that it and its wholly-owned direct United States subsidiary, TSU USA Holdings Inc. (“TSUH”), have entered into a credit agreement establishing a US$150 million unsecured syndicated revolving credit facility (the “US Credit Facility”) which will be available concurrently with the closing of the Acquisition (the “US Credit Facility Closing Date”), subject to certain customary closing conditions. The US Credit Facility has a maturity date occurring upon the third anniversary of the US Credit Facility Closing Date and has financial covenants customary for these types of credit facilities, all of which are largely consistent with TSU’s current C$235 million unsecured syndicated revolving credit facility.
No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia) or any other jurisdiction outside Canada. This press release does not constitute or form a part of any offer to buy or sell any securities in the United States or any other jurisdiction outside of Canada. This press release is not an offer of securities of TSU or AUHI for sale in the United States. The notes forming part of the AUHI Offerings have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and such notes may not be offered or sold in the United States except pursuant to an applicable exemption from such registration. No public offering of securities is being made in the United States.
About TSU, TSUH, TUHI and AUHI
TSU is a Canadian company with natural gas distribution utilities and renewable power generation assets. TSU serves approximately 133,000 customers across Canada, delivering low carbon energy, safely and reliably.
AUHI is a wholly-owned direct United States subsidiary of TSU Utility Holdings Inc. (“TUHI”), which is a wholly-owned direct United States subsidiary of TSUH, which is a wholly-owned direct United States subsidiary of TSU, each of which was principally formed to complete the Acquisition and financings related thereto.
For more information visit: www.trisummit.ca.
For Further Information Contact:
TriSummit Utilities Inc.
communications@trisummit.ca
FORWARD LOOKING INFORMATION
This press release contains forward-looking statements. When used in this press release, the words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “seek”, “propose”, “estimate”, “expect”, and similar expressions, as they relate to TSU or an affiliate of TSU, are intended to identify forward-looking statements. In particular, this press release contains forward-looking statements with respect to, among other things, the AUHI Offerings, the US Credit Facility, the closing of the AUHI Offerings, the US Credit Facility Closing Date, the use of proceeds from the AUHI Offerings and the closing of the Acquisition. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward- looking statements. Such statements reflect TSU’s current views with respect to future events based on certain material factors and assumptions and are subject to certain risks and uncertainties, including without limitation, changes in market, competition, governmental or regulatory developments, general economic conditions and other factors set out in TSU’s public disclosure documents. Many factors could cause TSU’s actual results, performance or achievements to vary from those described in this press release, including without limitation those listed above. 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 press release as intended, planned, anticipated, believed, sought, proposed, estimated or expected, and such forward-looking statements included in, or incorporated by reference in this press release, should not be unduly relied upon. Such statements speak only as of the date of this press release. TSU does not intend, and does not assume any obligation, to update these forward-looking statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
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