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
BREAKING Person engulfed in flames outside N.Y. courthouse where Trump trial underway, says CNN
A person was covered in flames outside the New York courthouse where former President Donald Trump's criminal hush money trial is underway, CNN reported on Friday.
Mandisa, Grammy award-winning 'American Idol' alum, dead at 47
Soulful gospel artist Mandisa, a Grammy-winning singer who got her start as a contestant on 'American Idol' in 2006, has died, according to a statement on her verified social media. She was 47.
Senators reject field trip to African Lion Safari amid elephant bill study
The Senate legal affairs committee has rejected a motion calling for members to take a $50,000 field trip to the African Lion Safari in southern Ontario to see the zoo's elephant exhibit.
CFIA monitoring for avian flu in Canadian dairy cattle after U.S. discoveries
The Canadian Food Inspection Agency is encouraging veterinarians to keep an eye out for signs of avian influenza in dairy cattle following recent discoveries of cases of the disease in U.S. cow herds.
She set out to find a husband in a year. Then she matched with a guy on a dating app on the other side of the world
Scottish comedian Samantha Hannah was working on a comedy show about finding a husband when Toby Hunter came into her life. What happened next surprised them both.
DEVELOPING G7 warns of new sanctions against Iran as world reacts to apparent Israeli drone attack
Group of Seven foreign ministers warned of new sanctions against Iran on Friday for its drone and missile attack on Israel, and urged both sides to avoid an escalation of the conflict.
'It could be catastrophic': Woman says natural supplement contained hidden painkiller drug
A Manitoba woman thought she found a miracle natural supplement, but said a hidden ingredient wreaked havoc on her health.
After hearing thousands of last words, this hospital chaplain has advice for the living
Hospital chaplain J.S. Park opens up about death, grief and hearing thousands of last words, and shares his advice for the living.
Vancouver firefighter in rehab at home after losing leg to flesh-eating infection overseas
A family trip took a frightening turn for Christopher Won when he was diagnosed with flesh-eating disease while in Hong Kong and now, after weeks of treatment overseas, the Vancouver firefighter is back home recovering.