/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE
SERVICES/CALGARY, Nov. 24 /CNW/ - Keyera Facilities Income Fund (TSX:KEY.UN;
KEY.DB) ("Keyera") announced today that it has entered into a financing
agreement with a syndicate of underwriters under which Keyera will issue $80
million principal amount of convertible unsecured subordinated debentures
("Convertible Debentures"), on a bought deal basis. Net proceeds from the
offering will be used to fund acquisitions and growth capital projects, to
reduce indebtedness under Keyera's bank credit facilities and for general
business purposes.
Keyera is engaged in an active growth capital and acquisitions program.
Recent acquisitions include an additional 10.5% ownership interest in the
Keyera Rimbey gas plant. Keyera has also agreed to acquire an additional 40%
ownership interest in the Keyera Brazeau River gas plant, 100% of the Nevis
gas plant, and associated pipelines and compressor facilities. This
transaction is subject to normal closing conditions and is expected to close
on December 1, 2008. The cost of these transactions is approximately $151
million.
The syndicate of underwriters is led by RBC Capital Markets, and includes
National Bank Financial Inc., TD Securities Inc., Scotia Capital Inc., CIBC
World Markets Inc., BMO Nesbitt Burns Inc., Clarus Securities Inc.,
FirstEnergy Capital Corp. and Peters & Co. Limited. Keyera has granted the
underwriters an over-allotment option, exercisable in whole or in part at any
time up to 30 days following the closing of the offering, to purchase up to an
additional $12 million principal amount of Convertible Debentures.
The Convertible Debentures will have a $1,000 face value per debenture, a
coupon of 8.25%, and will be convertible into trust units of Keyera at the
option of the holder at a conversion price of $19.50 per trust unit, which
represents a ratio of approximately 51.2821 trust units per $1,000 principal
amount of Convertible Debentures. The Convertible Debentures will have a
maturity date of December 31, 2013 and pay interest semi-annually in arrears
on June 30 and December 31 of each year, commencing June 30, 2009.
The Convertible Debentures will be offered publicly in Canada pursuant to
a prospectus supplement to the short form base shelf prospectus dated
September 3, 2008 and on a private placement basis in the US pursuant to Rule
144A or such other application exemptions. This offer is subject to normal
regulatory approvals and is expected to close on or about December 1, 2008.
About Keyera Facilities Income Fund
Keyera Facilities Income Fund (TSX: KEY.UN; KEY.DB) operates one of the
largest natural gas midstream businesses in Canada. Its business consists of
natural gas gathering and processing as well as the processing,
transportation, storage and marketing of natural gas liquids (NGLs) and crude
oil midstream activities.
Keyera's gas processing plants and associated facilities are
strategically located in the west central and foothills natural gas production
areas of the Western Canadian Sedimentary Basin. Its NGL and crude oil
infrastructure includes pipelines, terminals and processing and storage
facilities in Edmonton and Fort Saskatchewan, Alberta, a major North American
NGL hub. Keyera markets propane, butane and condensate to customers in Canada
and the United States.
Advisory
This document contains forward-looking statements that involve known and
unknown risks and uncertainties, many of which are beyond Keyera's control.
The forward-looking statements are based on management's current expectations
and assumptions relating to Keyera's business and the environment in which it
operates. As the results or events predicted or implied in these
forward-looking statements depend upon future events, actual results or events
may differ materially from those predicted. Some of the factors which could
cause actual results or events to differ materially include Keyera's ability
to successfully implement planned initiatives, whether those initiatives yield
the expected benefits, the impact of government and industry initiatives,
operating and other costs, future operating results, fluctuations in the
demand for natural gas, NGLs and crude oil, the activities of producers,
competitors and others, the weather, overall economic conditions and other
known or unknown factors. There can be no assurance that the results or
developments anticipated by Keyera will be realized or that they will have the
expected consequences for or effects on Keyera. For additional information on
these and other factors, see Keyera's public filings on www.sedar.com. Unless
otherwise required by applicable laws, Keyera does not intend to publicly
update or revise forward-looking statements, whether as a result of new
information, future events or otherwise.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any sale of
securities in any state in the United States in which such offer, solicitation
or sale would be unlawful. The securities referred to herein have not been and
will not be registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.
%SEDAR: 00019203E
