TransCanada Closes $3.5B Offering

On November 16, 2016, TransCanada Corporation completed its public offering of Common Shares for aggregate gross proceeds of approximately $3.5 billion.

TD Securities Inc., BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., CIBC World Markets Inc., Scotia Capital Inc., Credit Suisse Securities (Canada), Inc., National Bank Financial Inc., Citigroup Global Markets Canada Inc., Deutsche Bank Securities Inc., HSBC Securities (Canada) Inc., J.P. Morgan Securities Canada Inc., Wells Fargo Securities Canada, Ltd., Barclays Capital Canada Inc., Merrill Lynch Canada Inc., Mizuho Securities USA Inc., GMP Securities L.P. and Peters & Co. Limited acted as underwriters in respect of this offering.

In March 2016, TransCanada Pipelines Ltd. and TransCanada Pipeline USA Ltd. entered into a credit agreement with a syndicate of lenders providing for bridge term loan credit facilities in an aggregate principal amount of US$6.9 billion for the purpose of financing the acquisition of Columbia Pipeline Group, Inc. (the “Acquisition”). The net proceeds from the offering were used to repay a portion of the indebtedness incurred to finance the Acquisition.

TransCanada was represented by its in-house counsel Christine Johnston, Jane Brindle, Lisa Grams and Kelly Galloway and assisted, with respect to Canadian matters, by a team at
Blake, Cassels & Graydon LLP including Ross Bentley, Jeff Bakker, Trevor Rowles and Nicole Cargill (corporate/securities) and Carrie Aiken (tax) and, on US matters, by a team at Mayer Brown LLP including Michael Hermsen and Nicole Puza (corporate and securities) and James Barry (tax).

The underwriters were represented, with respect to Canadian matters, by a team at
Norton Rose Fulbright Canada LLP including Marcus Archer, Kathleen Cowick, Jason Giborski and Brett Watson (capital markets), Darren Hueppelsheuser and Brian Milne (tax) and, with respect to US matters, by a team at Paul, Weiss, Rifkind, Wharton & Garrison LLP including Christopher Cummings, Stephen Centa and Ronnie Ollo.