TransCanada Announces Receipt of Consents To Amend TransCanada PipeLines Limited’s 1993 Indenture; Special Meeting of Holders of 1993 Notes Cancelled and Special Meeting of Holders of 1970 Notes to Proceed
CALGARY, Alberta, Aug. 29, 2018 (GLOBE NEWSWIRE) -- News Release – TransCanada Corporation (TSX:TRP), (NYSE: TRP) (TransCanada) today announced the expiry of the solicitation of consents by
TransCanada PipeLines Limited (TCPL) in connection with proposed amendments to TCPL’s 1970 Indenture and 1993 Indenture pursuant to which the outstanding notes listed below were issued
(respectively, the “1970 Notes” and the “1993 Notes”).
The solicitation of the consents is described in the Consent and Proxy Solicitation Statement dated August 1, 2018 which can be found at www.sedar.com. Adoption of the proposed amendments to the 1970 Indenture and the 1993 Indenture require the consents of holders of at least 662/3 per cent of the aggregate outstanding principal amount of the 1970 Notes and the 1993 Notes, respectively (each, the “1970 Requisite Consent” and the “1993 Requisite Consent”).
The cut-off time for delivery of the Consent and Proxy Forms was 10 a.m. MT on August 27, 2018. Consents in excess of the 1993 Requisite Consent have been received. The 1970 Requisite Consent was not attained, however, the proposed amendments to the 1970 Indenture may still be approved by holders of the 1970 Notes at the special meeting of such holders scheduled on August 30, 2018 (as detailed below).
Pursuant to the terms of the Consent and Proxy Solicitation, an amendment payment of $0.50 for each $1,000 principal amount of 1993 Notes will be paid to holders of record, as applicable, as of July 26, 2018 (“1993 Amendment Payment”). As outlined in the Consent and Proxy Solicitation Statement, the 1993 Amendment Payment will be paid conditional on and following the execution of the supplemental indenture to the 1993 Indenture which will implement the approved amendments. The equivalent amendment payment for holders of the 1970 Notes will only be paid if (i) the amendments to the 1970 Indenture are approved at the special meeting detailed below; and (ii) a supplemental indenture to the 1970 Indenture implementing the approved amendments is executed.
Cancellation of Special Meeting of Holders of 1993 Notes
Concurrent with the receipt of the 1993 Requisite Consent, TransCanada also announced that the previously scheduled special meeting of the holders of 1993 Notes that was to occur on August 30, 2018 has been cancelled.
Confirmation of Special Meeting of Holders of 1970 Notes
TransCanada confirms the previously scheduled special meeting for the holders of the 1970 Notes will proceed on August 30, 2018 at 10 a.m. MT at the offices of Blake, Cassels & Graydon LLP, 3500, 855 - 2nd Street SW, Calgary, Alberta. At the meeting, adoption of the proposed amendments to the 1970 Indenture requires the holders of at least 51 per cent of the aggregate outstanding principal amount of 1970 Notes represented in person or by proxy, and 75 per cent of such holders to vote for the proposed amendments.