AltaGas Ltd. and WGL Holdings, Inc. Announce Approval of Merger by the Maryland Public Service Commission

Maryland joins Virginia, the Federal Energy Regulatory Commission, WGL shareholders, the Federal Trade Commission, the Department of Justice, and the Committee on Foreign Investment in approving the combination

Calgary, Alberta (April 4, 2018)

AltaGas Ltd. (AltaGas) (TSX:ALA) and WGL Holdings, Inc. (WGL) (NYSE:WGL) are pleased to announce the achievement of positive regulatory approval from the Maryland Public Service Commission (Maryland PSC) to the proposed merger of AltaGas and WGL (the WGL Acquisition). 

The 4:1 favourable decision by the Maryland PSC followed a comprehensive public process and contains a number of conditions. The companies will expeditiously review these conditions, which generally appear to be acceptable and consistent with the full suite of merger commitments offered up by the companies during the public process.

The combination of AltaGas and WGL will bring together high quality, low-risk, long-lived infrastructure assets with a premier North American footprint. The combined entity will have over $20 billion in energy infrastructure assets and an enterprise value over $17 billion. This provides a strong platform for growth with approximately $4.5 billion in secured growth projects and approximately $1.5 billion of additional growth opportunities in advanced stages of development through 2021.

“We are pleased that the Maryland Public Service Commission has approved our acquisition of WGL,” said David Harris, President and Chief Executive Officer of AltaGas. “This marks another major milestone in bringing together AltaGas and WGL to deliver long-term value to customers and shareholders alike as we build a stronger future together.”

“We are confident that our combination with AltaGas will benefit residents, businesses and the economy of Maryland. We appreciate the Commission’s careful consideration of the many positive benefits this merger brings to the state as they evaluated our application,” said Terry D. McCallister, Chairman and CEO of WGL, the parent company of Washington Gas. “Washington Gas will be an even stronger company as part of the AltaGas family and the new resources available as part of this combination will provide benefits for the state for years to come.”

“Since announcing our plan to combine, AltaGas and WGL have worked constructively with regulators, community groups and local leaders to ensure the combination will benefit ratepayers in Maryland,” said John O’Brien, President of AltaGas Services U.S. Inc. “We are confident that the combined company will be in an even stronger position to deliver exceptional service at affordable rates, expand natural gas service across Maryland, invest more in community and workforce training programs, provide more clean energy choices to customers, and add good, secure jobs in Maryland.”

The regulatory review process continues in the District of Columbia. AltaGas and WGL continue to work with the District of Columbia Public Service Commission (DC PSC) and other parties involved in the regulatory proceedings to make sure all customers benefit, existing jobs are protected, new jobs are added, and support for clean energy is advanced. A final decision from the DC PSC on the combination is expected by mid-2018.

Financing to close the WGL Acquisition is fully backstopped with $2.6 billion in proceeds from AltaGas’ bought deal and private placement of subscription receipts, which closed in the first quarter of 2017, and a US $3 billion fully committed bridge facility. With all financing in place to close the WGL Acquisition, AltaGas continues to evaluate and advance an asset monetization strategy in a prudent and timely fashion in step with the regulatory process and consistent with AltaGas' long-term strategic vision.

For more information – see the press releases from AltaGas and WGL.

As of today, the WGL Acquisition has received the following approvals:

Shareholders

  • Approval from WGL shareholders on May 10, 2017.

Federal

  • Approval from the Federal Energy Regulatory Commission (FERC), an independent agency that regulates the interstate transmission of natural gas, electricity and oil, on July 6, 2017;
  • Expiration of the waiting period as of July 17, 2017, pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act), when the merger was deemed approved by the Federal Trade Commission and the Department of Justice; and
  • Approval from the Committee on Foreign Investment in the United States (CFIUS) on July 28, 2017.

State

  • Approval from the Virginia State Corporation Commission on October 20, 2017;
  • Approval from the Maryland Public Service Commission on April 4, 2018.