Pembina Pipeline’s $1.28 billion bought deal offering

On December 19, 2023, Pembina Pipeline Corporation (“Pembina”) closed its bought deal public offering in the United States (“U.S.”) and Canada of 29,900,000 subscription receipts, including 3,900,000 subscription receipts issued pursuant to the exercise in full by the underwriters of their over-allotment option. The subscription receipts were issued at an offering price of $42.85 per subscription receipt for total gross proceeds of approximately $1.28 billion.

Pembina will use the proceeds from the offering to finance a portion of its $3.1 billion acquisition of Enbridge Inc.’s (“Enbridge”) interests in certain pipeline assets, including the Alliance, Aux Sable and NRGreen joint ventures.

Pembina’s subscription receipts offering was the second-largest cross-border equity financing by a Canadian company in 2023, the largest registered cross-border offering of subscription receipts since 2016 and the third-ever such transaction to exceed $1 billion.

The subscription receipts were offered through a syndicate of underwriters, co-led by TD Securities Inc., RBC Capital Markets and Scotiabank.

Blake, Cassels & Graydon LLP and Paul, Weiss, Rifkind, Wharton & Garrison acted for Pembina.

Stikeman Elliott LLP acted for the underwriters with a team that included Keith Chatwin, Jordan Magidson, Braxton Houlden, Diana Werner, Bailey Szoke (Corporate); Rohan Gupta (Articling Student)

Firm(s)

Blake, Cassels & Graydon LLP Stikeman Elliott LLP Paul, Weiss, Rifkind, Wharton & Garrison LLP