Veresen Completes Subscription Receipt Offering

Veresen Inc. completed a public offering of 56,120,000 subscription receipts for aggregate gross proceeds of approximately $920 million. The net proceeds of the offering will be used to partially fund the acquisition by Veresen, through an indirect wholly owned subsidiary, of the 50 per cent convertible preferred interest owned by Global Infrastructure Partners in the Ruby pipeline system for US$1.425 billion.

The offering was sold on a bought deal basis by a syndicate of underwriters led by Scotiabank as bookrunner, and co-led by CIBC World Markets Inc. and TD Securities Inc., including RBC Dominion Securities Inc., National Bank Financial Inc., BMO Nesbitt Burns Inc., HSBC Securities (Canada) Inc., FirstEnergy Capital Corp., Haywood Securities Inc., Macquarie Capital Markets Canada Ltd. and GMP Securities L.P.

Veresen was represented internally by Kevan King, Senior Vice President, General Counsel, Autumn Howell, Senior Legal Counsel & Corporate Secretary, and Patrick Trumpy, Corporate Counsel, and externally in Canada by
Bennett Jones LLP with a team including Renee Ratke, Kahlan Mills, Tommy Wong and Kristopher Simard (securities) and Alan Rautenberg, Anu Nijhawan and Marshall Haughey (tax); and by special US securities law counsel Paul, Weiss, Rifkind, Wharton & Garrison LLP with a team that included Andrew Foley and Alexis Fink; and by special US corporate counsel Baker Botts L.L.P. with a team that included Joe Poff, Scott Looper and Kristen Smith.

The underwriters were represented in Canada by
Blake, Cassels & Graydon LLP with a team that included Dan McLeod, Nav Dhaliwal, Perry Feldman and Madison Kragten (securities) and Carrie Aiken (tax), and in the United States by Shearman & Sterling LLP with a team that included Kevin Roggow and Bilal Choksi (securities).


Kevan S. King Autumn Howell Patrick D. Trumpy Kahlan K. Mills L. Alan Rautenberg Anu Nijhawan Daniel John McLeod Nav Dhaliwal Carrie Aiken


Bennett Jones LLP Paul, Weiss, Rifkind, Wharton & Garrison LLP Baker Botts LLP Blake, Cassels & Graydon LLP Shearman & Sterling LLP