Gibson Energy Inc.
TSX : GEI

Gibson Energy Inc.

March 07, 2012 15:09 ET

Riverstone Holdings LLC and Gibson Energy Inc. Announce Bought Deal

CALGARY, ALBERTA--(Marketwire - March 7, 2012) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Riverstone Holdings LLC ("Riverstone") and Gibson Energy Inc. (TSX:GEI) (the "Company") announce that Riverstone and the Company have entered into an agreement with a syndicate of underwriters (the "Underwriters") led by BMO Capital Markets and Scotiabank to complete a secondary offering. Under the agreement, the Underwriters have agreed to purchase 28,107,782 common shares of the Company ("Common Shares") at a purchase price of $20.70 per Common Share for gross proceeds of $581,831,087.40. The Common Shares are being sold to the Underwriters by Riverstone. The offering is expected to close on or about March 27, 2012. The Company has agreed to file and obtain a receipt for a preliminary short form prospectus by not later than March 13, 2012. Closing is subject to a number of customary conditions, including receipt of all necessary regulatory approvals.

Riverstone currently holds 28,107,782 common shares of the Company, representing a 29% interest in the Company. Following the closing of the offering, Riverstone will no longer hold any common shares of the Company. The Company will not receive any proceeds from the offering.

The Common Shares have not been registered under the U.S. Securities Act of 1933, as amended. This press release is not an offer of the Common Shares for sale in the United States, the Common Shares may not be offered or sold in the United States absent registration or an exemption from registration and any public offering of the Common Shares to be made in the United States will be made by means of a prospectus that may be obtained from the Company or the selling security holder, which will contain detailed information about the company and management, as well as financial statements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Riverstone Holdings LLC

Riverstone Holdings LLC, an energy and power-focused private equity firm founded in 2000, has approximately $17 billion under management across six investment funds, including the world's largest renewable energy fund. Riverstone conducts buyout and growth capital investments in the midstream, exploration & production, oilfield services, power and renewable sectors of the energy industry. With offices in New York, London and Houston, the firm has committed approximately $16.4 billion to 80 investments in North America, Latin America, Europe and Asia. For more information, visit www.riverstonellc.com.

About Gibson

Gibson is one of the largest independent midstream energy companies in Canada and a major participant in the crude oil transportation business in the United States, and is engaged in the movement, storage, blending, processing, marketing and distribution of crude oil, condensate, natural gas liquids, and refined products. Gibson transports hydrocarbons by utilizing its integrated network of terminals, pipelines, storage tanks, and truck fleet located throughout western Canada and the United States. Additionally, Gibson, through its Canwest Propane subsidiary, is the second largest retail propane distribution company in Canada.

Forward-Looking Statements

Certain statements contained in this news release constitute forward-looking statements. These statements relate to future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. The use of any of the words "anticipate", "plan", "contemplate", "continue", "estimate", "expect", "intend", "propose", "might", "may", "will", "shall", "project", "should", "could", "would", "believe", "predict", "forecast", "pursue", "potential" and "capable" and similar expressions are intended to identify forward-looking statements. 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. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. These statements speak only as of the date of this news release. The Company does not undertake any obligations to publicly update or revise any forward looking statements except as required by securities law. Actual results could differ materially from those anticipated in these forward-looking statements as a result of numerous risks and uncertainties including, but not limited to, the risks and uncertainties described in "Forward-Looking Statements" and "Risk Factors" included in the Company's Supplemented Prep Prospectus dated June 7, 2011 as filed on SEDAR and available on the Gibson website at www.gibsons.com.

Contact Information

  • Gibson Energy Inc.
    Ken Hall
    Vice President Investor Relations and Communications
    (403) 781-2899
    ken.hall@gibsons.com

    Riverstone Holdings LLC
    Kekst and Company
    Jeffrey Taufield or James David
    (212) 521-4800