/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
CALGARY, May 13 /CNW/ - Gibson Energy Inc. ("Gibson") today filed an
amended and restated preliminary prospectus with the securities
regulatory authorities in each of the provinces and territories of
Canada in connection with a proposed initial public offering of common
shares by the corporation that will result from the amalgamation of
Gibson Energy Holding ULC, 1441682 Alberta Ltd. and Gibson.
The offering is being made through a syndicate of underwriters co-led by
BMO Nesbitt Burns Inc., Scotia Capital Inc. and J.P. Morgan Securities
Canada Inc., and including TD Securities Inc., RBC Dominion Securities
Inc., Citigroup Global Markets Canada Inc., FirstEnergy Capital Corp.
and UBS Securities Canada Inc.
Concurrently with the offering, Gibson intends to enter into a series of
transactions to refinance its existing indebtedness. As part of the
debt refinancing, Gibson's affiliate Gibson Energy ULC expects to enter
into a new senior secured credit facility consisting of a senior
secured first lien term loan facility in an aggregate principal amount
of up to U.S.$700 million, with a term of seven years, and a revolving
credit facility of up to U.S.$250 million, with a term of five years.
Following the completion of the initial public offering and the debt
refinancing, Gibson expects to have U.S.$700 million of outstanding
term loans and expects to have no outstanding revolving loans under the
new credit facility.
As part of the debt refinancing and in connection with the initial
public offering, Gibson intends to refinance its outstanding 11.75%
U.S.$560 million principal amount first lien senior secured notes and
10% U.S.$200 million principal amount senior notes through either an
offer to purchase for cash any and all of the notes, or through
satisfaction and discharge, defeasance or a manner otherwise permitted
under the respective indentures governing the notes.
A copy of the amended and restated preliminary prospectus has been filed
on SEDAR and is available for review at www.sedar.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. The securities to be offered have not
been, and will not be, registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state
securities laws and may not be offered or sold in the United States
absent registration or absent an applicable exemption from the
registration requirements of the U.S. Securities Act and applicable
U.S. state securities laws. There shall be no sale of the securities in
any jurisdiction in which an offer to sell, a solicitation of an offer
to buy or a sale would be unlawful. The amended and restated preliminary prospectus has not yet become
final for the purpose of a distribution to the public and there shall
not be any sale or any acceptance of an offer to buy these securities
in any province or territory of Canada prior to the time a receipt for
the final prospectus or other authorization is obtained from the
securities commission or similar authority in such province or
Gibson is one of the largest independent midstream energy companies in
Canada and a major participant in the crude oil transportation business
in the United States, and is engaged in the movement, storage,
blending, processing, marketing and distribution of crude oil,
condensate, natural gas liquids, and refined products. Gibson
transports hydrocarbons by utilizing its integrated network of
terminals, pipelines, storage tanks, and truck fleet located throughout
western Canada and the United States. Additionally, Gibson, through
its Canwest Propane subsidiary, is the second largest retail propane
distribution company in Canada.
SOURCE Gibson Energy Inc.
For further information:
| A. Stewart Hanlon |
President and Chief Executive Officer
| || Richard G. Taylor |
Executive Vice President Finance and Chief Financial Officer