Keyera Corp. Announces Commencement of Consent Solicitation for Outstanding Hybrid Notes
CALGARY, AB, Oct. 20, 2025 /CNW/ - Keyera Corp. (TSX: KEY) ("Keyera" or the "Company") today announced, further to its press releases on September 15, 2025 and September 29, 2025, that it has commenced a solicitation of written consents (the "Consent Solicitation") from holders as of October 17, 2025 (being the record date for the Consent Solicitation) (the "Noteholders") of its C$600,000,000 6.875% Fixed-to-Floating Rate Subordinated Notes, Series 2019 due June 13, 2079 (the "2019 Notes") and C$350,000,000 5.950% Fixed-to-Fixed Rate Subordinated Notes, Series 2021 due March 10, 2081, (the "2021 Notes" and, together with the 2019 Notes, the "Notes").
Purpose of the Consent Solicitation
The purpose of the Consent Solicitation is to seek approval from the Noteholders of certain proposed amendments (the "Proposed Amendments") to the respective indentures governing the Notes. If approved, the Proposed Amendments would permit the exchange of all outstanding principal amount of the Notes for an equal principal amount of new notes (the "New Notes") that will have the same economic terms as the Notes (including interest rate, payment dates, maturity date, and redemption provisions), except that the New Notes will not include provisions requiring the automatic conversion into preferred shares upon certain bankruptcy and related events.
This change will align the terms of the 2019 Notes and the 2021 Notes with the Company's most recently issued hybrid notes, ensuring all outstanding hybrid notes are treated consistently. Following the implementation of the Proposed Amendments, Morningstar DBRS is expected to treat the New Notes on par with the Company's other outstanding hybrid securities when determining their credit rating.
Overview of the Consent Solicitation
Approval of the Proposed Amendments requires the written consent of holders of not less than 66 2/3% of the aggregate outstanding principal amount of each series of Notes. The deadline for submission of consents is 5:00 p.m. (Toronto time) on October 31, 2025, unless extended, postponed, amended, or terminated by the Company.
The full terms of the Consent Solicitation, including the procedures for delivering consents, are set forth in the Consent Solicitation Statement dated October 20, 2025 (the "Consent Solicitation Statement"). Noteholders are strongly encouraged to read and carefully consider the information contained in the Consent Solicitation Statement.
Keyera reserves the right to terminate, withdraw, extend or modify the terms of the Consent Solicitation in its sole discretion.
Keyera has engaged RBC Dominion Securities Inc. to act as Solicitation Agent and Computershare Investor Services Inc. to act as Tabulation Agent in connection with the Consent Solicitation. Any questions or requests for the Consent Solicitation Statement may be directed to the Solicitation Agent by phone at 416.842.6311 (local) / 877.381.2099 (toll-free) or by e-mail at [email protected].
This news release is for informational purposes only and the Consent Solicitation is being made solely in accordance with the terms and subject to the conditions set forth in the Consent Solicitation Statement. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any solicitation of consents in any jurisdiction in which such solicitation would be unlawful. The New Notes have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities law, and may not be offered or sold within the United States or to, or for the account of benefit of, United States persons except in transactions exempt from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
About Keyera Corp.
Keyera Corp. (TSX:KEY) operates an integrated Canadian-based energy infrastructure business with extensive interconnected assets and depth of expertise in delivering energy solutions. Its predominantly fee-for-service based business consists of natural gas gathering and processing; natural gas liquids processing, transportation, storage and marketing; iso-octane production and sales; and an industry-leading condensate system in the Edmonton/Fort Saskatchewan area of Alberta. Keyera strives to provide high quality, value-added services to its customers across North America and is committed to conducting its business ethically, safely and in an environmentally and financially responsible manner.
Forward-Looking Information
This news release also contains forward-looking information pertaining to the Consent Solicitation and the timing thereof, the Proposed Amendments, and the expected credit ratings to be assigned to the New Notes by Morningstar DBRS,. The forward-looking information herein are subject to risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information including risks associated with capital and debt markets., No assurance can be given that these expectations will prove to be correct and such forward looking information should not be unduly relied upon. For additional information, see the risks and uncertainties in Keyera's public filings on www.sedarplus.ca. The forward-looking information in this news release are made as of the date hereof, and except as required by applicable securities law, Keyera undertakes no obligation to update publicly or revise such documents, whether as a result of new information, future events, or otherwise.
Additional Information
For more information about Keyera Corp., please visit our website at www.keyera.com or contact:
Dan Cuthbertson, General Manager, Investor Relations
Tyler Monzingo, Senior Specialist, Investor Relations
Email: [email protected]
Telephone: 403.205.7670
Toll free: 888.699.4853
SOURCE Keyera Corp.
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