Keyera Corp. Announces $429.4 million Public Offering of Common Shares

CALGARY, ALBERTA–(Marketwired – Nov. 30, 2017) –

NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAWS.

Keyera Corp. (TSX:KEY) (“Keyera”) announced today that it has entered into a financing agreement with a syndicate of underwriters co-led by RBC Capital Markets and National Bank Financial Inc. under which Keyera will issue 12,200,000 common shares (“Common Shares”) on a “bought deal” basis at an issue price of .20 per Common Share for total gross proceeds of approximately 9.4 million. The offering is in support of Keyera’s growth capital program. A portion of the net proceeds will initially be used to reduce short term indebtedness under Keyera’s credit facilities, with the balance to be used to fund capital projects and for general corporate purposes. With the announcement earlier today of additional investments at its Simonette gas plant which are supported by two long-term gas handling agreements, Keyera now expects to spend between 0 million and 0 million on growth projects in 2018.

Keyera has granted the underwriters an over-allotment option, exercisable in whole or in part at any time up to 30 days following the closing of the offering, to purchase up to an additional 1,830,000 Common Shares at an issue price of .20 per Common Share.

The Common Shares will be issued pursuant to a prospectus supplement that will be filed with securities regulatory authorities in Canada under Keyera’s short form base shelf prospectus dated September 8, 2017 and may also be offered by way of private placement in the United States. Closing of the offering is subject to normal regulatory approvals and is anticipated to occur on December 8, 2017.

Keyera Corp. (TSX:KEY) operates one of the largest midstream energy companies in Canada, providing essential services to oil and gas producers in the Western Canada Sedimentary Basin. Its predominantly fee-for-service based business consists of natural gas gathering and processing, natural gas liquids processing, transportation, storage, marketing, iso-octane production and sales, and an industry-leading condensate system in the Edmonton/Fort Saskatchewan area of Alberta. Keyera strives to provide high quality, value-added services to its customers across North America and is committed to conducting its business ethically, safely and in an environmentally and financially responsible manner.

Advisory Regarding Forward-Looking Statements

This news release contains forward-looking statements pertaining to Keyera’s business and its future operations, including the proposed capital projects and expenditures. As these forward-looking statements depend upon future events, actual outcomes may differ materially depending on factors such as: the accuracy of construction schedules and cost estimates; future operating results of the assets; the ability of Keyera to execute its strategic initiatives in connection with the capital projects; availability and cost of engineering resources, construction crews and materials; timely receipt of all necessary regulatory approvals or changes in requirements; activities of producers, competitors, customers, business partners and others; overall economic conditions; access to capital and financing alternatives; potential delays or changes in development plans; the legislative, regulatory and tax environment; and other known or unknown factors. This news release also contains forward-looking statements pertaining to the proposed offering of Common Shares, the timing of closing of the offering and the amount and use of proceeds from the offering. For example, the closing of the offering may not occur or may be delayed if the conditions to closing are not satisfied or if the timeline to satisfy the conditions is extended. Accordingly, there is risk that the offering will not be completed within the anticipated time, on the terms proposed, or at all. Further, there is no guarantee as to when the proceeds from the offering will be used and it is possible the use of proceeds could be changed should Keyera’s board of directors determine that it would be in the best interests of Keyera. Although Keyera believes the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on them as Keyera cannot give any assurance that such expectations will prove to be correct. The forward-looking statements herein are subject to risks, including risks associated with the capital markets, and those set forth in Keyera’s current annual information form and other continuous disclosure documents. The forward-looking statements in this news release are made as of the date hereof, and except as required by applicable securities law, Keyera undertakes no obligation to update publicly or revise such documents, whether as a result of new information, future events, or otherwise.

This press release is not an offer of the Common Shares for sale in the United States. The Common Shares may not be offered or sold in the United States absent registration or exemption from registration. The Common Shares will not be publicly offered in the United States. The Common Shares have not and will not be registered under the U.S. Securities Laws, or any state securities laws.

For further information about Keyera, please visit our website at www.keyera.com.