CALGARY,
March 15, 2012 /PRNewswire/ - Pembina
Pipeline Corporation ("Pembina") and Provident Energy Ltd.
("Provident") announced today that they have received clearance
from the Competition Bureau of Canada to proceed with Pembina's proposed
acquisition of Provident by way of its previously announced plan of
arrangement (the "Arrangement"). The parties previously received
clearance to proceed with the Arrangement pursuant to the Canada
Transportation Act. The receipt of these clearances satisfies two
of the closing conditions of the Arrangement between Pembina and
Provident.
The remaining conditions to complete the Arrangement are the
approval of the Arrangement by at least 66 2/3 percent of holders
of Provident shares represented in person or by proxy at the
special meeting of Provident shareholders, the approval of the
issuance of Pembina shares to Provident shareholders under the
Arrangement by a simple majority of the votes cast by the holders
of Pembina shares represented in person or by proxy at the special
meeting of Pembina shareholders, approval by the Court of Queen's
Bench of Alberta, the receipt of
all necessary regulatory approvals, and the satisfaction of certain
other closing conditions customary in transactions of this nature.
It is expected that the Arrangement will be completed on or about
April 2, 2012.
The special meetings of Provident and Pembina shareholders will
be held on March 27, 2012 in the
Metropolitan Ballroom located at the Metropolitan Conference
Centre, 333 - 4th Avenue S.W., Calgary,
Alberta, Canada. The special meeting of Provident
shareholders will commence at 9:00 a.m.
(MDT) and the special meeting of Pembina shareholders will
commence at 10:30 a.m. (MDT). All
shareholders are encouraged to vote in person or by proxy.
Pembina and Provident have retained Georgeson Shareholder
Communications Canada Inc. ("Georgeson") to act as proxy
solicitation agent and to respond to inquiries from shareholders.
Georgeson may be contacted by telephone toll free in North America (for Provident shareholders
1-866-656-4123 or, for Pembina shareholders 1-888-605-8413) or by
email at askus@georgeson.com.
About Pembina
Pembina Pipeline Corporation transports crude oil and natural
gas liquids produced in western Canada, owns and operates oil sands pipelines
and has a strong presence in midstream and marketing and gas
services sectors. Pembina provides monthly cash dividends to its
shareholders. Pembina's common shares and convertible debentures
are traded on the Toronto Stock Exchange ("TSX") under the symbols
PPL and PPL.DB.C respectively.
About Provident
Provident is a Calgary-based
corporation that owns and manages a natural gas liquids
infrastructure and logistics business. Provident's facilities are
strategically located in western Canada and in the premium natural gas liquids
markets in eastern Canada and the
U.S. Provident provides monthly cash dividends to its shareholders.
Provident's common shares are traded on the TSX and the New York
Stock Exchange under the symbols PVE and PVX, respectively.
Provident's convertible debentures are traded on the TSX under the
symbols PVE.DB.E and PVE.DB.F.
Forward-Looking Information and
Statements
This news release contains certain forward-looking
information and statements ("forward-looking statements") within
the meaning of applicable securities laws and are based on the
expectations, estimates and projections of management of the
parties as of the date of this news release unless otherwise
stated. The use of any of the words "proposed", "may", "expected"
and similar expressions are intended to identify forward-looking
statements and information. More particularly and without
limitation, this news release contains forward-looking statements
concerning the timing of the special meetings of Pembina and
Provident shareholders and publication of related shareholder
materials to consider the proposed Arrangement and the expected
completion date of the Arrangement.
The forward-looking statements in this news release are based
on certain key expectations and assumptions made by Pembina and
Provident, including the receipt, in a timely manner, of
regulatory, shareholder and third-party approvals in respect of the
proposed Arrangement. Although Pembina and Provident believe that
the expectations and assumptions on which such forward-looking
statements and information are based are reasonable, undue reliance
should not be placed on the forward-looking statements and
information because Pembina and Provident can give no assurance
that they will prove to be correct.
This news release also contains forward-looking statements
concerning the anticipated completion of the proposed Arrangement
and the anticipated timing for completion of the Arrangement.
Pembina and Provident have provided these anticipated times in
reliance on certain assumptions that they believe are reasonable at
this time, including assumptions as to the time required to mail
the shareholder meeting materials; the timing of receipt of the
necessary regulatory, court and other third-party approvals; and
the time necessary to satisfy the conditions to the closing of the
Arrangement. These dates may change for a number of reasons,
including inability to secure necessary regulatory, court or other
third-party approvals in the time assumed or the need for
additional time to satisfy the conditions to the completion of the
transaction. As a result of the foregoing, readers should not place
undue reliance on the forward-looking statements and information
contained in this news release concerning these times.
Accordingly, readers are cautioned that events or
circumstances could cause results to differ materially from those
predicted, forecasted or projected. Such forward-looking statements
are expressly qualified by the above statements and are made as of
the date of this news release. The parties do not undertake any
obligation to publicly update or revise any forward-looking
statements or information contained herein, except as required by
applicable laws.
SOURCE Provident Energy Ltd.