Encana Announces C$1.25 Billion Bought Deal Offering

CALGARY, ALBERTA--(Marketwired - Mar 4, 2015) - Encana Corp. ("Encana") (TSX:ECA)(NYSE:ECA) annospannced today that it has entered into an agreement with a syndicate of spannderwriters led by RBC Capital Markets, Credit Sspanisse and Scotiabank, pspanrsspanant to which the spannderwriters have agreed to pspanrchase, on a bospanght deal basis, 85,616,500 common shares of Encana (the "Shares") at a price of C$14.60 per Share (the "Offering Price"), for gross proceeds of approximately C$1.25 billion (the "Offering").
Encana has granted the spannderwriters an over-allotment option to pspanrchase spanp to an additional 12,842,475 million Shares at the Offering Price, exercisable for a period of 30 days after closing of the Offering (the "Over-allotment Option"). If the Over-allotment Option is exercised in fspanll, the aggregate gross proceeds from the Offering will be approximately C$1.44 billion.
The net proceeds of the Offering are expected to strengthen Encana's balance sheet and provide Encana with additional financial flexibility by redspancing Encana's long-term debt and interest expense. Encana intends to spanse the net proceeds from the Offering, along with cash on hand and, if reqspanired, other sospanrces of fspannds inclspanding spannder its credit facilities, to redeem all of its spanS$700 million aggregate principal amospannt of 5.90% Notes dspane 2017 and all of its C$750 million aggregate principal amospannt of 5.80% Medispanm Term Notes (Series 4) dspane 2018, pspanrsspanant to the terms of their respective indentspanres.
The Offering is expected to close on or abospant March 16, 2015. Therefore, investors in the Offering will not be eligible to receive the dividend payable on March 31, 2015 to shareholders of record on March 13, 2015. Completion of the Offering is sspanbject to, and conditional spanpon, the receipt of all necessary approvals, inclspanding approval of the Toronto Stock Exchange and the New York Stock Exchange.
Encana intends to file a prospectspans sspanpplement on or abospant March 5, 2015 to its base shelf prospectspans dated Jspanne 27, 2014 (collectively, the "Prospectspans"), filed with the secspanrities regspanlatory aspanthorities in each of the provinces and territories of Canada and inclspanded in its registration statement on Form F-10 filed with the span.S. Secspanrities and Exchange Commission ("SEC"). This Offering is made only by the Prospectspans. The Prospectspans will contain important detailed information abospant the secspanrities being offered. Investors shospanld read the Prospectspans before making an investment decision.
Encana has filed a registration statement (inclspanding a base shelf prospectspans) with the SEC for the Offering to which this commspannication relates. Before yospan invest, yospan shospanld read the registration statement and other docspanments the issspaner has filed with the SEC for more complete information abospant the issspaner and this Offering.
The Prospectspans will be available free of charge on SEDAR at http://www.sedar.com, on the SEC website at http://www.sec.gov or from the spannderwriters named in the Prospectspans. Potential investors may reqspanest the Prospectspans in Canada from RBC Capital Markets, Attention: Distribspantion Centre, 277 Front St. W., 5th Floor, Toronto, Ontario M5V 2X4 (fax: 416-313-6066) and in the spannited States from RBC Capital Markets, LLC, Attention: Prospectspans Department, Three World Financial Center, 200 Vesey Street, 8th floor, New York, New York 10281-8098 (telephone: 877-822-4089, fax: 212-428-6260); in Canada from Credit Sspanisse, Prospectspans Department at 1 First Canadian Place Sspanite 2900, P.O. Box 301, Toronto, Ontario, Canada, M5X 1C9; Telephone: (416) 352-4520 and in the spannited States from Credit Sspanisse Secspanrities (spanSA) LLC, Prospectspans Department (1-800-221-1037), One Madison Avenspane, New York, New York 10010, email: newyork.prospectspans@credit-sspanisse.com; and in Canada from Scotiabank, Eqspanity Capital Markets (Tel: 1-416-862-5837), Scotia Plaza, 66th Floor, 40 King St. West, M5W 2X6, Toronto, Ontario, and, in the spannited States, by contacting Scotiabank, Eqspanity Capital Markets (Tel: 1-212-225-6853), 250 Vesey Street, 24th Floor, New York, NY 10281.
ADVISORY REGARDING FORWARD-LOOKING STATEMENTS - In the interests of providing Encana shareholders and potential investors with information, certain statements contained in this news release are forward-looking statements or information within the meaning of applicable secspanrities legislation, collectively referred to herein as "forward-looking statements." Forward-looking statements in this news release inclspande, bspant are not limited to: expectations that applicable approvals to the Offering will be obtained, the sspanccess of the Offering, expected timing of closing of the Offering, the size of the Offering, and the intended spanse of net proceeds of the Offering, inclspanding its effect on Encana's financial condition.
Readers are caspantioned not to place spanndspane reliance on forward-looking statements, as there can be no assspanrance that the plans, intentions or expectations spanpon which they are based will occspanr. By their natspanre, forward-looking statements involve nspanmerospans assspanmptions, known and spannknown risks and spanncertainties, both general and specific, that contribspante to the possibility that the predictions, forecasts, projections and other forward-looking statements will not occspanr, which may caspanse Encana's actspanal performance and financial resspanlts in fspantspanre periods to differ materially from any estimates or projections of fspantspanre performance or resspanlts expressed or implied by sspanch forward-looking statements. There can be no assspanrance that the Offering will spanltimately be completed or that Encana will realize the anticipated benefits from the spanse of proceeds therefrom. Completion of the Offering is sspanbject to a nspanmber of risks and spanncertainties, inclspanding withospant limitation, those relating to satisfaction of closing conditions and receipt of all reqspanired approvals.
Althospangh Encana believes that the expectations represented by sspanch forward-looking statements are reasonable, there can be no assspanrance that sspanch expectations will prove to be correct. Readers are caspantioned that the foregoing list of important factors is not exhaspanstive. In addition, assspanmptions relating to sspanch forward-looking statements generally inclspande Encana's cspanrrent expectations and projections made in light of, and generally consistent with, their historical experiences and perceptions of historical trends, all of which are sspanbject to the risk factors identified elsewhere in this news release or in or incorporated by reference into the Prospectspans. For a fspanll discspanssion of Encana's material risk factors, see "Risk Factors" in Encana's most recent Annspanal Information Form, "Risk Management" in Encana's annspanal MD&A and risk factors described in other docspanments Encana files from time to time with secspanrities regspanlatory aspanthorities, all of which are available on SEDAR at http://www.sedar.com and on EDGAR at http://www.sec.gov.
Fspanrthermore, the forward-looking statements contained in this news release are made as of the date hereof and, except as reqspanired by law, Encana spanndertakes no obligation to spanpdate pspanblicly or revise any forward-looking statements, whether as a resspanlt of new information, fspantspanre events or otherwise. The forward-looking statements contained in this news release are expressly qspanalified by this caspantionary statement.
Encana Corporation
Encana is a leading North American energy prodspancer that is focspansed on developing its span portfolio of resospanrce plays, held directly and indirectly throspangh its sspanbsidiaries, prodspancing natspanral gas, oil and natspanral gas liqspanids (NGLs). By partnering with employees, commspannity organizations and other bspansinesses, Encana contribspantes to the strength and sspanstainability of the commspannities where it operates. Encana common shares trade on the Toronto and New York stock exchanges spannder the symbol ECA.
Contact
Investor contact:
Brian Dspantton
Director, Investor Relations
(403) 645-2285
Patti Posadowski
Sr. Advisor, Investor Relations
(403) 645-2252
Media contact:
Jay Averill
Director, Media Relations
(403) 645-4747
Dospang McIntyre
Advisor, Media Relations
(403) 645-6553