Item 5.07 Submission of Matters to a Vote of Security Holders.
On
• a special resolution of the Voting Shareholders (the "Arrangement Resolution") to approve a plan of arrangement (the "Arrangement") under Section 193 of the Business Corporations Act (Alberta ) (the "ABCA") involving, among others, the Company, Pembina Pipeline Corporation ("Pembina"), the Voting Shareholders and the holders (the "Preferred Shareholders") of the Company's cumulative redeemable minimum rate reset preferred shares, series 1 and 3 (collectively, the "Preferred Shares"), whereby, among other things, Pembina will acquire all of the issued and outstanding Restricted Voting Shares and Special Voting Shares (collectively, the "Voting Shares"), as more particularly described in the proxy statement.
Also on
• a special resolution of Preferred Shareholders (the "Preferred Shareholder Resolution") to approve the Arrangement under Section 193 of theABCA involving, among others, the Company, Pembina, the Preferred Shareholders and the Voting Shareholders, whereby, among other things, Pembina will, in addition to acquiring all of the Voting Shares, exchange all of the issued and outstanding Preferred Shares for new preferred shares of Pembina, as more particularly described in the proxy statement.
As of the close of business on
The Arrangement Resolution Votes For Votes Against Votes Abstained Non Vote 102,323,571 14,048 0 0
The Arrangement Resolution was approved by 99.99% of the votes cast by Voting Shareholders, voting together as a single class, and 99.93% of the votes cast by holders of Restricted Voting Shares.
2
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The Preferred Shareholder Resolution Votes For Votes Against Votes Abstained Non Vote 7,948,897 2,461,494
0 0
The Preferred Shareholder Resolution was approved by 76.36% of votes cast by Preferred Shareholders.
Item 8.01 Other Events.
Also on
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits The exhibit set forth below is being furnished pursuant to Item 4.01. Exhibit Number Description 99.1 Press Release, dated as ofDecember 10, 2019 . 3
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S I G N A T U R E
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
KINDER MORGAN CANADA LIMITED Dated:December 12, 2019 By: /s/ Dax A. Sanders Dax A. Sanders Chief Financial Officer 4
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