Calgary, May 20, 2004 KeySpan Facilities Income Fund (TSX:KEY.UN) (the “Fund”)
announced today that the Fund has entered into an agreement to sell 9,325,000 trust units of
the Fund at a price of $10.75 per unit for proceeds of approximately $100 million, and $100
million of subordinated unsecured convertible debentures. Gross proceeds of the offerings
will be approximately $200 million. In addition, the Fund has granted the underwriters an
over-allotment option until June 30, 2004 to purchase up to an additional 15% in the trust unit
offering on the same terms and conditions. The net proceeds of the offering will be used to
fund a portion of the Fund’s previously announced acquisition of EnerPro Midstream
Company. This offering is subject to normal regulatory approvals and is expected to close on
or about June 3, 2004. The sale of these securities was completed through a syndicate of
underwriters, led by RBC Capital Markets.
The subordinated unsecured convertible debentures will have a $1,000 face value per
debenture, a coupon of 6.75%, and will be convertible into trust units of the Fund at the option
of the holder at a conversion price of $12.00 per trust unit. The convertible debentures will
have a maturity date of June 30, 2011. The convertible debentures will pay interest semiannually
in arrears on June 30 and December 31, commencing December 31, 2004.
The Fund pays cash distributions to unitholders monthly and the first distribution on the new
units of $0.0980 per trust unit will be paid on July 15 to unitholders of record on June 30, an
increase of 8% to the $0.0908 per unit distribution payable June 15.
About KeySpan Facilities Income Fund
Each unit of the Fund represents an indirect ownership interest in the business of KeySpan
Canada. KeySpan Canada 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). KeySpan
Canada’s 13 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 in Alberta. They are pipeline-connected and offer a wide range of flexible services.
KeySpan Canada's NGL infrastructure consists of pipelines, processing and storage in
Edmonton and Fort Saskatchewan, Alberta, a major North American NGL hub.
The trust units offered have not and will not be registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not
be offered or sold in the United States except in certain transactions exempt from the
registration requirements of the U.S. Securities Act and applicable state securities laws. The
offer is made in Canada only pursuant to a prospectus.
This press release contains certain forward-looking statements that involve significant known
and unknown risks, uncertainties and other factors that could cause actual results,
performance, achievements or industry results to differ materially from any future results,
performance or achievements expressed or implied by such forward-looking statements.
These risks, uncertainties and other factors include, among others, those discussed in more
detail under the heading “Risk Factors” in the preliminary prospectus filed with the securities
regulatory authorities throughout Canada.
For further information about KeySpan Facilities Income Fund, please visit our website at
www.keyspancanada.com or contact:
David G. Smith, Senior Vice President and Chief Financial Officer, E-mail:
David_Smith@keyspancanada.com Telephone (403) 205-7604 Toll
Free: (888) 699-4853 Facsimile: (403) 205-8303
John Cobb, Director, Investor Relations, E-mail: John_Cobb@keyspancanada.com
Telephone (403) 205-7673 Toll Free: (888) 699-4853 Facsimile: (403)
205-8303
