AltaGas Income Trust

AltaGas Income Trust

November 03, 2009 08:45 ET

AltaGas Income Trust to Acquire Remaining 75.1 Percent of Heritage Gas Limited



AltaGas Income Trust (AltaGas or the Trust) (TSX:ALA.UN) and SaskEnergy Incorporated (SaskEnergy) jointly announce that they together with Scotia Investments (Scotia) have entered into a purchase and sale agreement pursuant to which AltaGas' indirect wholly-owned subsidiary, AltaGas Utility Group Inc. (Utility Group) will, subject to customary conditions, purchase for $109.8 million the 75.1 percent of the outstanding shareholder debt and common shares of Heritage Gas Limited (Heritage Gas) it does not already own. Proceeds to SaskEnergy and Scotia will be approximately $73.3 million and $36.5 million for their respective 50.1 percent and 25 percent interest in Heritage Gas.

"The Heritage Gas acquisition is an outstanding investment for AltaGas," said David Cornhill, Chairman and CEO of AltaGas. "We are excited about the opportunity to increase our commitment to bring a modern, low-carbon fuel choice to Nova Scotians. AltaGas' acquisition of Utility Group in October 2009 created a utility investment arm for AltaGas, and the Heritage Gas purchase is a significant first acquisition for Utility Group under AltaGas' ownership. Heritage Gas' people, assets and growth potential expand, diversify and strengthen our gas division and overall business."

Utility Group, SaskEnergy and Scotia partnered in 2002 to establish Heritage Gas to obtain and operate a natural gas distribution franchise for Nova Scotia. Based in Dartmouth, Nova Scotia, Heritage Gas today serves 2,261 customers in Amherst and Cumberland County, Dartmouth, Halifax and the Halifax International airport through its 229 kilometre system. Heritage Gas offers strong growth potential as its 42 employees expand its service areas in response to demand from new construction and as customers convert to natural gas.

"We are pleased to conclude this transaction with Utility Group for a value which represents a good return on our investment and will allow us to focus our future capital spending and resources on our Saskatchewan distribution, transmission and storage operations," said Doug Kelln, President and CEO of SaskEnergy. "Utility Group will continue to bring strong stewardship to the Heritage Gas investment and the evolution of the Nova Scotia natural gas marketplace. We wish the organization and all the employees of Heritage Gas well."

Heritage Gas' rate base and other property plant and equipment total $127.8 million at September 30, 2009. On a full-year basis, AltaGas expects the acquisition to be accretive to earnings per unit and cash flow per unit in the range of $0.04 to $0.05 in 2010. AltaGas and Utility Group will fund the transaction with existing credit facilities.

The closing of the purchase is subject to customary conditions including the approval of the transaction under the Competition Act (Canada). Closing is expected to occur in mid-November 2009, or as soon thereafter as approvals are obtained.

CIBC World Markets Inc. is acting as financial advisor to AltaGas with respect to the transaction. RBC Capital Markets is acting as financial advisor to SaskEnergy.

AltaGas Income Trust is one of Canada's largest and fastest growing energy infrastructure organizations. The Trust creates value by acquiring, growing and optimizing gas and power infrastructure, including a focus on renewable energy sources. AltaGas Income Trust's units are listed on the Toronto Stock Exchange under the symbol ALA.UN and are included in the S&P/TSX Composite Index, the S&P/TSX Income Trust Index and the S&P/TSX Capped Energy Trust Index.

SaskEnergy is an integrated natural gas distribution, transmission and storage company which delivers the benefits of safe, convenient and environmentally-friendly natural gas to more than 343,000 residential, farm, commercial and industrial customers throughout Saskatchewan, serving 92% of the Province's communities. Transmission and storage services are provided through its subsidiary TransGas, which operates a high pressure network of over 14,000 kilometres as well as eight distinct storage locations. SaskEnergy has a diverse workforce of over 1,100 employees providing service from more than 50 different locations in Saskatchewan.

This news release contains forward-looking statements. When used in this news release, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "seek", "propose", "estimate", "expect", and similar expressions, as they relate to the Trust or an affiliate of the Trust, are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements with respect to, among other things, business objectives, expected growth, results of operations, performance, business projects and opportunities and financial results. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Such statements reflect the Trust's current views with respect to future events based on certain material factors and assumptions and are subject to certain risks and uncertainties, including without limitation, changes in market, competition, governmental or regulatory developments, general economic conditions and other factors set out in the Trust's public disclosure documents. Many factors could cause the Trust's actual results, performance or achievements to vary from those described in this news release, including without limitation those listed above. These factors should not be construed as exhaustive. Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking statements prove incorrect, actual results may vary materially from those described in this news release as intended, planned, anticipated, believed, sought, proposed, estimated or expected, and such forward-looking statements included in, or incorporated by reference in this news release, should not be unduly relied upon. Such statements speak only as of the date of this news release. The Trust does not intend, and does not assume any obligation, to update these forward-looking statements. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.

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