E Split Corp. Announces Preferred Share Offering
19 Juni 2023 - 9:33PM
Middlefield Group, on behalf of E Split Corp. (TSX: ENS and
ENS.PR.A) (the “Company”), is pleased to announce that the Company
is undertaking an overnight treasury offering of preferred shares
(“Preferred Shares”).
The sales period for this overnight offering
will end at 9:00 a.m. (ET) on Tuesday, June 20, 2023. The offering
is expected to close on or about June 27, 2023 and is subject to
certain closing conditions including approval by the Toronto Stock
Exchange (“TSX”).
The Preferred Shares will be offered at a price
of $10.00 per Preferred Share to yield 7.3% to maturity of June 30,
2028.
The Company invests in common shares of Enbridge
Inc., a North American oil and gas pipeline, gas processing, and
natural gas distribution company.
The Company received retraction notices from
certain holders of Preferred Shares in connection with the
non-concurrent retraction right on June 30, 2023. The Company is
offering Preferred Shares, in order to, to the extent possible,
have a matched number of Preferred Shares and Class A Shares of the
Company (“Class A Shares”) outstanding following the non-concurrent
retraction and secure term financing for the Class A shareholders
for the next 5-year term ending on June 30, 2028. Class A
shareholders enjoy the opportunity for enhanced capital
appreciation because of the leverage provided by the Preferred
Shares.
Based on the most recently calculated net asset
value per unit of the Company on June 19, 2023 and taking effect of
retraction, the Preferred Shares have downside protection from a
decline in the value of the Company’s portfolio of approximately
60.2%. The Preferred Shares have a DBRS rating of Pfd-3(high),
which was confirmed by DBRS on June 6, 2023.
The Company’s investment objectives for the:
Class A Shares are to provide holders with:
(i) non-cumulative
monthly cash distributions; and
(ii) the opportunity
for capital appreciation through exposure to the portfolio
Preferred Shares are to:
(i) provide holders
with fixed cumulative preferential quarterly cash distributions;
and
(ii) return the
original issue price of $10.00 to holders upon maturity.
Middlefield Capital Corporation provides
investment management advice to the Company.
The syndicate of agents for the offering is
being co-led by CIBC Capital Markets, RBC Capital Markets, and
Scotiabank .
For further information, please visit our
website at www.middlefield.com or contact Nancy Tham in our Sales
and Marketing Department at 1.888.890.1868.
A short form base shelf prospectus
containing important detailed information about the securities
being offered has been filed with securities commissions or similar
authorities in each of the provinces of Canada. Copies of the short
form base shelf prospectus may be obtained from a member of the
syndicate. The Company intends to file a supplement to the short
form base shelf prospectus, and investors should read the short
form base shelf prospectus and the prospectus supplement before
making an investment decision. There will not be any sale or any
acceptance of an offer to buy the securities being offered until
the prospectus supplement has been filed with the securities
commissions or similar authorities in each of the provinces of
Canada
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