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AltaGas Ltd. — Capital/Financing Update 2020
Nov 25, 2020
47943_rns_2020-11-25_ae693477-03e2-4d91-b156-6c506431059e.pdf
Capital/Financing Update
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A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.
Unless otherwise specified in the applicable pricing supplement or other prospectus supplement, the Medium Term Notes will not be listed on any securities or stock exchange. No assurance can be given that a trading market in any of the Medium Term Notes will develop or as to the liquidity of any trading market for such Medium Term Notes. This may affect the pricing of the Medium Term Notes in the secondary market, the transparency and availability of trading prices, the liquidity of the Medium Term Notes and the extent of issuer regulation. See “Risk Factors” in the final base shelf prospectus.
Investing in the Medium Term Notes involves risk. It is important for an investor to consider the particular risk factors that may affect the industry in which it is investing. See, for example, the risk factors set out under “Risk Factors” on pages 55 to 69 of the Corporation’s annual information form for the year ended December 31, 2019. These sections also describe AltaGas’ assessment of those risk factors, as well as the potential consequences to an investor if a risk should occur. The risk factors identified under the heading “Note Regarding Forward-Looking Statements” in each of the final base shelf prospectus, the prospectus supplement and the pricing supplement should also be carefully reviewed and evaluated by prospective investors before purchasing Medium Term Notes offered hereunder.
Credit ratings are not a recommendation to buy, sell or hold securities and are subject to revision or withdrawal by the applicable rating agency at any time.
November 25, 2020
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Preliminary Term Sheet – 2030 Notes
| Issuer: | AltaGas Ltd. (“AltaGas” or the “Corporation”) |
|---|---|
| Issue: | Medium Term Notes issued pursuant to a Short Form Base Shelf Prospectus dated September 25, 2019, a |
| Prospectus Supplement dated December 10, 2019 and a Pricing Supplement dated November 25, 2020 | |
| Credit Ratings: | DBRS: BBB(low); Fitch: BBB; S&P: BBB- |
| Principal Amount: | C$200 million |
| Settlement Date: | November 30, 2020 (T+3) |
| Maturity Date: | November 30, 2030 |
| Issue Spread1: | [Redacted in accordance with subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions] |
| Issue Yield: | •% |
| Coupon: | •% payable semi-annually in arrears on May 30 and November 30 of each year, commencing May 30, 2021 |
| Issue Price: | $• |
| Rank: | The Medium Term Notes will be direct, unsecured obligations of the Corporation, ranking_pari passu_with all |
| the other unsecured and unsubordinated indebtedness of the Corporation | |
| Use of Proceeds: | The net proceeds to AltaGas from the sale of the Notes and the medium term notes of AltaGas due May 2028 |
| offered concurrently with the Notes, will be used to pay down existing indebtedness including, without | |
| limitation, indebtedness under AltaGas' credit facility, to fund the redemption of all of the issued and | |
| outstanding Cumulative Redeemable 5-Year Minimum Rate Reset Preferred Shares, Series I of AltaGas for an | |
| aggregate redemption price of approximately $200 million and for general corporate purposes. The | |
| indebtedness incurred under AltaGas' credit facility was incurred in the normal course of business to provide | |
| working capital in respect of ongoing operations and for other general corporate purposes. | |
| Redemption: | AltaGas may redeem the Medium Term Notes, in whole at any time or in part from time to time, upon not |
| less than 10 and not more than 60 days prior notice and upon such conditions as may be specified in the | |
| applicable notice of redemption, (a) at any time prior to August 30, 2030 at a price equal to the greater of | |
| (i) par and (ii) the Canada Yield Price and (b) at any time on or after August 30, 2030 (3 month par call) at a |
1 [Redacted in accordance with subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions]
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price equal to par, plus, in either case, accrued but unpaid interest, if any, up to but excluding the date of redemption.
The Canada Yield Price as defined in the Pricing Supplement dated November 25, 2020 is to be based on a discount rate of the Government of Canada Yield to August 30, 2030 +• bps.
Notice of redemption of any Medium Term Notes given to the holders may be conditional and, in such case, such notice of redemption shall specify the details and terms of any event (e.g. a financing, asset disposition or other transaction) on which such redemption is conditional.
Change of Control:
CUSIP / ISIN:
Syndicate:
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101% put right upon a Change of Control Triggering Event
02138ZAX1 /CA 02138ZAX11
CIBC World Markets Inc. (Joint Lead Agent and Joint Bookrunner) BMO Nesbitt Burns Inc. (Joint Lead Agent and Joint Bookrunner) National Bank Financial Inc. (Joint Lead Agent and Joint Bookrunner) RBC Dominion Securities Inc. Scotia Capital Inc. TD Securities Inc. HSBC Securities (Canada) Inc. ATB Capital Markets Inc. J.P. Morgan Securities Canada Inc. Merrill Lynch Canada Inc. MUFG Securities (Canada), Ltd. Wells Fargo Securities Canada, Ltd. Desjardins Securities Inc. Canaccord Genuity Corp. Cormark Securities Inc. Industrial Alliance Securities Inc. Peters & Co. Limited Raymond James Ltd. Casgrain & Company Limited
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