温哥华，不列颠哥伦比亚省和圣约翰，纽芬兰和拉布拉多– Fortis Inc. ("Fortis"), (TSX/NYSE:FTS) and Teck Resources Limited (“Teck”), (TSX: TECK.A and TECK.B, NYSE: TECK) today announced an agreement under which Fortis will purchase Teck’s two-thirds interest in the Waneta Dam and related transmission assets in British Columbia, Canada, for $1.2 billion cash.
根据该协议，Teck Metals Ltd.（“Teck Metals”）将获得20年的租约，以利用WANETA的Fortis的三分之二利息，为其行业的工业行动提供权力（“TRAIL运营”）。每年的付款将从每年7500万美元开始，每年的2％升级，相当于根据每年1,880 GWH的1,880 GWH为40 / MWH的初始电价。泰克金属将有一个选项，在可比费率延长租期再延长10年。
“本协议将进一步加强Teck的资产负债表，并提供重要的新资本，可以再投资于我们的整体业务，”Teck总裁兼首席执行官Don Lindsay说道。“我们已经在竞争力，低于市场定价，并将投资于创新项目，以进一步加强和现代化这一设施的普通电源。”
“Waneta是位于英国公务汇委员会的一个地区的高品质，可再生能源设施，使得本次采集自然符合我们对可持续能源的投资，”Fortis总裁兼首席执行官Barry Perry先生说。“Waneta将是一个稳定的长期资产，将产生强有力的现金流量，并通过Teck获得20年的租约。该交易预计将立即增加每股收益。“
Teck expects to realize a net book gain of approximately $800 million on the closing of the transaction. No cash tax will be payable on the proceeds.
Since 2012, Teck has invested approximately $525 million at Trail Operations in projects to improve efficiency, productivity and environmental performance. In addition, Teck has committed $174 million for a second new acid plant which is currently under construction and scheduled to be operational in summer 2019. Teck has also identified, and is currently evaluating, a further $150 million in new projects to improve profitability, productivity and environmental performance over the next five years.
The acquisition of the Waneta Dam, located in the centre of FortisBC’s territory, demonstrates Fortis’ commitment to and confidence in British Columbia. FortisBC has longstanding roots in the area that span more than a century with FortisBC employing approximately 350 workers in the Kootenay region. In addition to operating four of its own generating facilities on the Kootenay River, FortisBC currently operates and maintains Waneta and the Waneta Expansion.
The Waneta Dam will operate as a non-regulated energy infrastructure subsidiary of Fortis Inc. Fortis will finance the transaction through a combination of cash on hand, debt and equity.
Closing of the transaction is subject to customary conditions, including receipt of certain approvals and consents. In addition, BC Hydro, which owns one-third of the Waneta Dam assets and currently receives one-third of the Waneta Dam generation, has a right of first offer with respect to the sale of Teck’s two-third interest under the 2010 co-ownership and operating agreement between Teck Metals and BC Hydro in relation to Waneta. In addition, certain consents and amendments from BC Hydro are required in connection with the transaction. Teck will pay a break fee to Fortis in the event BC Hydro exercises its right of first offer. Closing is expected to occur in the fourth quarter of 2017.
CIBC World Markets Inc. is acting as exclusive financial advisor to Teck Resources with respect to the transaction.
About Waneta Dam
Waneta大坝,位于挂件d 'Oreille撕开r, has a total capacity of 496 megawatts (MW) of renewable power and generates an average of 2,750 gigawatt hours of energy per year. Teck’s Trail Operations utilizes approximately 1,880 gigawatt hours of energy per year from Waneta. BC Hydro has a one-third ownership interest in Waneta and receives approximately one-third of the Waneta Dam generation. Fortis holds a 51% interest in the Waneta Expansion, completed in 2015. This project added 335 MW of new clean power generation from a second powerhouse downstream of the dam. The Waneta Dam is governed by the Canal Plant Agreement (“CPA”), a contractual arrangement between BC Hydro, FortisBC and other plant owners along the Kootenay and Pend d’Oreille rivers. The CPA enables the parties, through the coordinated use of water flows and coordinated operation of storage reservoirs and generating plants, to generate more power collectively from their respective generating plants than if they were to operate independently. Teck’s two-thirds interest in the Waneta Dam output is defined and determined in accordance with the terms of the CPA. The CPA mitigates hydrology risk for the Waneta Dam. Also included in this acquisition is the Line 71 transmission line and other local transmission assets. This line enables access to the U.S. power import/export market.
About Trail Operations
Teck’s Trail Operations, located in southeastern British Columbia, is one of the world’s largest fully integrated zinc and lead smelting and refining complexes. It also produces a variety of precious and specialty metals, chemicals and fertilizer products. Over half of the product refined at Trail Operations comes from Teck mines.
In 2016, Trail Operations produced and sold 312,000 tonnes of refined zinc and generated $2.05 billion in revenues and $241 million in gross profit before depreciation and amortization.
About Fortis
Fortis is a leader in the North American regulated electric and gas utility industry with total assets of approximately $48 billion. The Corporation's 8,000 employees serve utility customers in five Canadian provinces, nine U.S. states and three Caribbean countries.
Fortis shares are listed on the Toronto Stock Exchange and New York Stock Exchange and trade under the symbol FTS. Additional information can be accessed atwww.fortisinc.com.,www.sedar.com, orwww.sec.gov。
About Teck
Teck is a diversified resource company committed to responsible mining and mineral development with major business units focused on copper, steelmaking coal, zinc and energy. Headquartered in Vancouver, Canada, its shares are listed on the Toronto Stock Exchange under the symbols TECK.A and TECK.B and the New York Stock Exchange under the symbol TECK. Learn more about Teck atm.zaojianmedia.com.or follow@TeckResources。
Forward-Looking Statements
Fortis和Teck包括在适用证券法律的含义中的本发布中的前瞻性信息，包括1995年的私人证券诉讼改革法案。尽可能“预期”，“相信”，“预算”，“可以”，“估计”，“预计”，“预测”，“打算”，“可能”，“可能”，“计划”，“计划”，“计划”，“应该”，“目标”，“将”，“会“而这些术语和其他类似术语或表达的负面已经用于识别前瞻性信息，该信息包括与Fortis相对于Fortis，而不限于：与获取对Waneta大坝和相关传输资产的兴趣有关的陈述;预期的时间和益处;总预期的考虑和调整;截止日期的条件，包括收到某些批准和同意;和收购的预期融资。关于Teck的前瞻性信息包括但不限于：与Waneta大坝的兴趣有关的陈述以及其中相关传输资产以及其中兴趣的租赁，交易的预期利益，预期的网书收益的金额，在TRAIL运营中完成第二酸厂的时间，在TRAIL运营中的新项目以及其潜在福利的潜力，截止的条件包括收到某些批准。
前瞻性信息涉及重大风险，不确定因素和假设。在绘制前瞻性信息中包含的结论时，已经应用了某些物质因素或假设。这些因素或假设普遍存在于未来期望的固有风险和不确定性，包括前瞻性信息中不时确定的那些。这种风险因素或假设包括但不限于：能够获得所需批准的能力及其其时机及其时间;与收购事项的不确定性及其时序相关的风险;BC Hydro练习其先发制人权利的风险;监督员风险;可能不满足收购条件的风险;与富人的经济状况不太有利的经济条件的影响有关的风险与Tect的行动结果;货币汇率和一般经济，市场和政治条件。 In addition, with respect to Teck, assumptions regarding new projects at Trail Operations and their benefits assume such projects are approved and perform as anticipated. Fortis and Teck caution readers that a number of factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in their forward-looking information. These factors should be considered carefully and undue reliance should not be placed on the forward-looking information. For additional information with respect to certain of these risks relating to Fortis, reference should be made to the continuous disclosure materials filed from time to time by Fortis with Canadian securities regulatory authorities and the Securities and Exchange Commission. Fortis disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. For additional information with respect to certain of these risks relating to Teck, reference should be made to the continuous disclosure materials filed from time to time by Teck with Canadian securities regulatory authorities and the Securities and Exchange Commission. Teck does not assume the obligation to revise or update forward-looking statements after the date of this release or to revise them to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.
Investor Enquiries
Ms. Janet Craig
投资者关系副总裁
Fortis Inc.
709.737.2900
investorrelations@fortisinc.com
格雷格·沃勒
投资者关系高级副总裁和战略分析，Teck
604.699.4014
greg.waller@teck.com
Media Enquiries
卡伦·麦卡锡女士
Director, Communications & Corporate Affairs
Fortis Inc.
709.737.5323
media@fortisinc.com
Chris Stannell
Senior Communications Specialist, Teck
604.699.4368
chris.stannell@teck.com
