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TC Energy provides conversion right and dividend rate notice for Series 7 and 8 preferred shares

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TC Energy announces the decision not to redeem its Cumulative Redeemable First Preferred Shares, Series 7 on April 30, 2024. Shareholders have the option to retain their shares and receive a fixed rate quarterly dividend or convert them into Series 8 Shares with a floating rate quarterly dividend.
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CALGARY, Alberta, April 01, 2024 (GLOBE NEWSWIRE) -- News Release – TC Energy Corporation (TSX, NYSE: TRP) (TC Energy or the Company) today announced that it does not intend to exercise its right to redeem its Cumulative Redeemable First Preferred Shares, Series 7 (Series 7 Shares) on April 30, 2024. As a result, subject to certain conditions, the holders of Series 7 Shares have the right to choose one of the following options regarding their shares:

  1. to retain any or all of their Series 7 Shares and continue to receive a fixed rate quarterly dividend, or

  2. to convert, on a one-for-one basis, any or all of their Series 7 Shares into Cumulative Redeemable First Preferred Shares, Series 8 (Series 8 Shares) of TC Energy and receive a floating rate quarterly dividend.

Should holders of Series 7 Shares choose to retain their shares, such shareholders will receive the new annual fixed dividend rate applicable to the Series 7 Shares of 5.985 per cent for the five-year period commencing April 30, 2024 to, but excluding, April 30, 2029.

Should holders of Series 7 Shares choose to convert their shares to Series 8 Shares, holders of Series 8 Shares will receive the floating quarterly dividend rate applicable to the Series 8 Shares of 7.379 per cent for the first quarterly floating rate period commencing April 30, 2024 to, but excluding, July 30, 2024. The floating quarterly dividend rate will be reset every quarter.

Beneficial owners of Series 7 Shares who want to exercise their right of conversion should communicate as soon as possible with their broker or other nominee and ensure that they follow their instructions to meet the deadline to exercise such right, which is 5 p.m. (EDT) on April 15, 2024. Any notices received after this deadline will not be valid. It is recommended that this be done well in advance of the deadline to provide the broker or other nominee with time to complete the necessary steps.

Beneficial owners of Series 7 Shares who do not exercise their conversion right through their broker or other nominee by the deadline will retain their Series 7 Shares and receive the new annual fixed dividend rate applicable to the Series 7 Shares, subject to the conditions stated below.

The foregoing conversions are subject to the conditions that: (i) if TC Energy determines that there would be less than one million Series 7 Shares outstanding after April 30, 2024, then all remaining Series 7 Shares will automatically be converted into Series 8 Shares on a one-for-one basis on April 30, 2024 and (ii) alternatively, if TC Energy determines that there would be less than one million Series 8 Shares outstanding after April 30, 2024, no Series 7 Shares will be converted into Series 8 Shares. In either case, TC Energy will issue a news release to that effect no later than April 23, 2024.

Holders of Series 7 Shares and Series 8 Shares will have the opportunity to convert their shares again on April 30, 2029 and every fifth year thereafter as long as the shares remain outstanding. For more information on the terms of, and risks associated with an investment in the Series 7 Shares and the Series 8 Shares, please see the Corporation’s prospectus supplement dated Feb. 25, 2013 which is available on sedarplus.ca or on our website.

About TC Energy
We’re a team of 7,000+ energy problem solvers working to safely move, generate and store the energy North America relies on. Today, we’re delivering solutions to the world’s toughest energy challenges – from innovating to deliver the natural gas that feeds LNG to global markets, to working to reduce emissions from our assets, to partnering with our neighbours, customers and governments to build the energy system of the future. It’s all part of how we continue to deliver sustainable returns for our investors and create value for communities.

TC Energy’s common shares trade on the Toronto (TSX) and New York (NYSE) stock exchanges under the symbol TRP. To learn more, visit us at TCEnergy.com.

FORWARD-LOOKING INFORMATION
This release contains certain information that is forward-looking and is subject to important risks and uncertainties (such statements are usually accompanied by words such as "anticipate", "expect", "believe", "may", "will", "should", "estimate", "intend" or other similar words). Forward-looking statements in this document are intended to provide TC Energy security holders and potential investors with information regarding TC Energy and its subsidiaries, including management's assessment of TC Energy's and its subsidiaries' future plans and financial outlook. All forward-looking statements reflect TC Energy's beliefs and assumptions based on information available at the time the statements were made and as such are not guarantees of future performance. As actual results could vary significantly from the forward-looking information, you should not put undue reliance on forward-looking information and should not use future-oriented information or financial outlooks for anything other than their intended purpose. We do not update our forward-looking information due to new information or future events, unless we are required to by law. For additional information on the assumptions made, and the risks and uncertainties which could cause actual results to differ from the anticipated results, refer to the most recent Quarterly Report to Shareholders and Annual Report filed under TC Energy’s profile on SEDAR+ at www.sedarplus.ca and with the U.S. Securities and Exchange Commission at www.sec.gov.

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Media Inquiries:
Media Relations
media@tcenergy.com
403-920-7859 or 800-608-7859

Investor & Analyst Inquiries:
Gavin Wylie / Hunter Mau
investor_relations@tcenergy.com
403-920-7911 or 800-361-6522

PDF available: http://ml.globenewswire.com/Resource/Download/bab54a3a-d362-405d-ade1-8b67f331e6a7


FAQ

What is TC Energy's decision regarding its Cumulative Redeemable First Preferred Shares, Series 7?

TC Energy has decided not to redeem its Cumulative Redeemable First Preferred Shares, Series 7 on April 30, 2024.

What are the options available to holders of Series 7 Shares?

Holders of Series 7 Shares can choose to retain their shares and receive a fixed rate quarterly dividend or convert them into Cumulative Redeemable First Preferred Shares, Series 8 with a floating rate quarterly dividend.

What is the fixed annual dividend rate for Series 7 Shares from April 30, 2024, to April 30, 2029?

The fixed annual dividend rate for Series 7 Shares for the five-year period commencing April 30, 2024, is 5.985 per cent.

What is the floating quarterly dividend rate for Series 8 Shares from April 30, 2024, to July 30, 2024?

The floating quarterly dividend rate for Series 8 Shares for the first quarterly floating rate period commencing April 30, 2024, is 7.379 per cent.

What is the deadline for beneficial owners of Series 7 Shares to exercise their conversion right?

Beneficial owners of Series 7 Shares must communicate with their broker or other nominee and follow instructions to exercise their conversion right by 5 p.m. (EDT) on April 15, 2024.

TC Energy Corporation

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through every moment and for every north american, energy touches our lives in countless ways. it heats our homes while we sleep, powers our businesses to move the economy and fuels our transportation, all with increasing achievements in efficiency and conservation. recently, the growing global demand for energy has also generated discussion around how we access the important resources we rely upon. as a leading energy infrastructure company, transcanada is taking a proactive, open and collaborative approach to the dialogue, understanding that this complex issue requires balanced consideration of safety, society, the environment and economics. for more than 60 years, we have considered every business decision in terms of our ability to achieve top performance in all of these areas. the result is an unwavering commitment to operating sustainably and delivering on the commitments we make to our stakeholders. our three businesses natural gas pipelines we operate a network of 68,