Inter Pipeline rejects revised hostile takeover offer by Brookfield Infrastructure
Inter Pipeline Ltd. has rejected a revised hostile takeover offer by Brookfield Infrastructure Partners LP that allows shareholders to receive their payment entirely in cash instead of a mix of cash and shares if they want.
The company urged shareholders to reject the offer and support its friendly all-stock deal to be bought by Pembina Pipeline Corp., which would see shareholders receive half a Pembina share for each Inter Pipeline share they hold.
Inter Pipeline said Monday it continues to believe its deal with Pembina provides greater value for shareholders.
"Brookfield's latest bid variation, the removal of its cash proration condition, does not change our view that the Pembina Arrangement remains the superior proposal and is in the best interests of Inter Pipeline and its shareholders," Inter Pipeline chair Margaret McKenzie said in a statement.
Brookfield Infrastructure said last week it would eliminate a cap on the amount of cash available under its proposal after what it says was feedback from institutional and event-driven investors.
It has offered $19.50 in cash or 0.225 of a Brookfield Infrastructure class-A exchangeable share for each Inter Pipeline share. It has also said that it is prepared to increase the cash portion of its bid by up to 90 cents per share if it is successful in its challenge at the Alberta Securities Commission of a $350-million break fee Inter Pipeline would have to pay Pembina.
In its own application to the Alberta regulator, Inter Pipeline is seeking to force Brookfield Infrastructure to provide greater disclosure related to a total return swap that it says gives it economic exposure to 9.9 per cent of Inter Pipeline's shares in addition to the 9.75 per cent stake in the company it owns.
Inter Pipeline and Pembina are concerned Brookfield may use the total return swap in an effort to block shareholder approval of the Pembina deal.
Pembina's offer for Inter Pipeline requires approval by a two-thirds majority vote by Inter Pipeline shareholders as well as a simple majority vote by Pembina shareholders and regulatory approvals.
Pembina said it is important that all shareholders involved in a large transaction be given transparency and a fair, unencumbered process to choose the deal that they determine to be in their best interests.
"This is equally important for sophisticated investors and individual retail holders," Pembina chief executive Mick Dilger said in a statement.
"Brookfield cannot use its 'block' of shares to threaten the strategic merger with Pembina, while at the same time claiming that it does not control these shares and that they count toward acceptance of its tender offer. Brookfield is clearly conflicted and must step back and let Inter Pipeline's other shareholders choose the best offer."
This report by The Canadian Press was first published June 21, 2021.
CTVNews.ca Top Stories
'A beautiful soul': Funeral held for baby boy killed in wrong-way crash on Highway 401
A funeral was held on Wednesday for a three-month-old boy who died after being involved in a wrong-way crash on Highway 401 in Whitby last week.
'Sophisticated' cyberattacks detected on B.C. government networks, premier says
There has been a "sophisticated" cybersecurity breach detected on B.C. government networks, Premier David Eby confirmed Wednesday evening.
Police handcuff man trying to enter Drake's Toronto mansion
Toronto police say a man was taken into custody outside Drake's Bridle Path mansion Wednesday afternoon after he tried to gain access to the residence.
Biden says he will stop sending bombs and artillery shells to Israel if they launch major invasion of Rafah
U.S. President Joe Biden said for the first time Wednesday he would halt shipments of American weapons to Israel, which he acknowledged have been used to kill civilians in Gaza, if Prime Minister Benjamin Netanyahu orders a major invasion of the city of Rafah.
Rookie goalie Arturs Silovs to start for Canucks in Game 1 vs. Oilers
Rookie goalie Arturs Silovs will start in net for the Canucks as Vancouver kicks off a second-round series against the Edmonton Oilers Wednesday night.
Nijjar murder suspect says he had Canadian study permit in immigration firm's video
One of the Indian nationals accused of murdering British Columbia Sikh activist Hardeep Singh Nijjar says in a social media video that he received a Canadian study permit with the help of an Indian immigration consultancy.
Pfizer agrees to settle more than 10K lawsuits over Zantac cancer risk: Bloomberg News
Pfizer has agreed to settle more than 10,000 lawsuits about cancer risks related to the now discontinued heartburn drug Zantac, Bloomberg News reported on Wednesday, citing people familiar with the deal.
Quebec premier defends new museum on Quebecois nation after Indigenous criticism
Quebec Premier Francois Legault is defending his comments about a new history museum after he was accused by a prominent First Nations group of trying to erase their history.
U.S. presidential candidate RFK Jr. had a brain worm, has recovered, campaign says
Independent U.S. presidential candidate Robert F. Kennedy Jr. had a parasite in his brain more than a decade ago, but has fully recovered, his campaign said, after the New York Times reported about the ailment.