Teekay LNG Announces Updates on Required Approvals for Merger With Stonepeak
01 Diciembre 2021 - 3:02PM
Teekay LNG Partners L.P. (Teekay LNG or the Partnership) (NYSE:TGP)
today announced that at a special meeting of common
unitholders of the Partnership held on December 1, 2021, its common
unitholders voted to approve the proposed acquisition by merger of
Teekay LNG by Stonepeak Limestone Holdings LP (formerly known as
Stonepeak Infrastructure Fund IV Cayman (AIV III) LP) (Stonepeak).
In addition, Teekay LNG has received all
required customer approvals to complete the merger.
Upon closing of the merger, Teekay LNG’s common
unitholders will receive $17.00 per common unit in cash. The merger
is currently anticipated to close in mid-January 2022.
About Teekay LNG
Teekay LNG is one of the world's largest
independent owners and operators of LNG carriers, providing LNG and
LPG services primarily under long-term, fee-based charter contracts
through its interests in 47 LNG carriers, 21 mid-size LPG carriers,
and seven multi-gas carriers. Teekay LNG's ownership interests in
these vessels range from 20 to 100 percent. In addition, Teekay LNG
owns a 30 percent interest in an LNG regasification terminal.
Teekay LNG is a publicly traded master limited partnership formed
by Teekay Corporation (NYSE: TK) as part of its strategy to expand
its operations in the LNG and LPG shipping sectors.
Teekay LNG’s common units and preferred units
trade on the New York Stock Exchange under the symbols “TGP”, “TGP
PR A” and “TGP PR B”, respectively.
Cautionary Statement Regarding Forward Looking
Statements
This press release contains forward-looking
statements within the meaning of Section 27A of the U.S. Securities
Act of 1933, as amended, and Section 21E of the U.S. Securities
Exchange Act of 1934, as amended. All statements included in this
press release, other than statements of historical fact, are
forward-looking statements. Statements about the proposed merger
and related transactions (the Transaction) and all other statements
in this press release, other than historical facts, constitute
forward-looking statements. When used in this press release, the
words “expect,” “believe,” “anticipate,” “plan,” “intend,”
“estimate,” “may,” “will” or similar words are intended to identify
forward-looking statements. Readers are cautioned not to place
undue reliance on these forward-looking statements and any such
forward-looking statements are qualified in their entirety by
reference to the following cautionary statements. All
forward-looking statements speak only as of the date hereof and are
based on current expectations and involve a number of assumptions,
risks and uncertainties that could cause actual results to differ
materially from such forward-looking statements. Teekay LNG may not
be able to complete the proposed Transaction on the proposed or
other acceptable terms or at all because of a number of factors,
including, among others: (1) the occurrence of any event, change or
other circumstances that could give rise to the termination of the
merger agreement, (2) the failure to satisfy closing conditions in
the merger agreement, (3) the potential for regulatory authorities
to require divestitures, operational remedies or other concessions
in order to obtain their approval of the proposed merger, (4) risks
related to disruption of management’s attention from Teekay LNG’s
ongoing business operations due to the proposed merger, (5) the
effect of the announcement of the proposed merger on (i) the
ability of Teekay LNG or Teekay Corporation (Teekay) to retain and
hire key personnel and maintain relationships with Teekay LNG’s
customers, suppliers, or (ii) Teekay LNG’s operating results and
business generally, (6) the proposed merger may involve unexpected
costs, liabilities or delays, (7) Teekay LNG’s business may suffer
as a result of the uncertainty surrounding the proposed merger,
including the timing of the consummation of the proposed merger,
(8) the outcome of any legal proceeding relating to the proposed
merger, (9) Teekay LNG may be adversely affected by other economic,
business or competitive factors, including, among others, those
related to the COVID-19 pandemic, and (10) other risks to
consummation of the proposed merger, including the risk that the
proposed merger will not be consummated within the expected time
period or at all, which may adversely affect Teekay LNG’s business
and the price of its common units. In addition, if the Transaction
is completed, Teekay LNG may not realize expected benefits for its
customers, employees, joint venture partners or capital providers
and Teekay may not realize expected benefits to it or its business.
Actual results may differ materially from those indicated by such
forward-looking statements. In addition, the forward-looking
statements represent Teekay LNG’s and Teekay’s respective views as
of the date on which such statements were made. It is anticipated
that subsequent events and developments may cause these views to
change. However, although Teekay LNG or Teekay may elect to update
these forward-looking statements at some point in the future, each
specifically disclaims any obligation to do so. These
forward-looking statements should not be relied upon as
representing views as of any date subsequent to the date hereof.
Additional factors that may affect the business or financial
results of Teekay LNG or Teekay are described in the risk factors
included in its filings with the SEC, including Teekay LNG’s and
Teekay’s Annual Reports on Form 20-F for the year ended December
31, 2020, as updated by subsequent filings with or submissions to
the SEC. Each of Teekay LNG and Teekay expressly disclaims a duty
to provide updates to forward-looking statements, whether as a
result of new information, future events or other occurrences,
except as required by applicable law.
Additional Information and Where to Find It
Additional information regarding the merger
agreement can be found in the definitive proxy statement attached
as Exhibit 99.1 of Teekay LNG’s Report on Form 6-K furnished to the
SEC on November 2, 2021, which can be obtained, along with other
filings containing information about Teekay LNG, the proposed
merger and related matters, without charge, from the SEC’s website
at www.sec.gov or from Teekay LNG’s website at www.teekay.com.
For Investor Relations enquiries contact:
Ryan HamiltonTel: +1 (604) 609-2963
Website: www.teekay.com
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