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Inter Pipeline Fund Announces Unitholder Approval of Corporate Conversion

Inter Pipeline Fund Announces Unitholder Approval of Corporate Conversion 
CALGARY, ALBERTA -- (Marketwired) -- 08/22/13 -- Inter Pipeline Fund
("Inter Pipeline") (TSX:IPL.UN) is pleased to announce that
unitholders have overwhelmingly approved its proposed conversion from
a limited partnership structure to a dividend paying corporation. At
a Special Meeting held today, a resolution allowing Inter Pipeline to
proceed with its planned corporate conversion was approved by 99% of
votes cast by holders of Class A units present in person or by proxy. 
The corporate conversion was approved by unitholders pursuant to a
plan of arrangement under the Business Corporations Act (Alberta)
(the "Arrangement"). The Arrangement has also been granted final
approval by the Court of Queen's Bench of Alberta and all requisite
regulatory approvals and material third party consents and approvals
have been received. 
Upon completion of the Arrangement, expected on September 1, 2013,
Inter Pipeline will begin conducting business under the name Inter
Pipeline Ltd. Inter Pipeline's current unitholders will receive one
common share of Inter Pipeline Ltd. in exchange for each Class A unit
held. It is anticipated that Inter Pipeline Ltd.'s common shares will
commence trading on the Toronto Stock Exchange within three to four
business days of the effective date of the Arrangement under the
ticker symbol "IPL". The Class A units will be delisted concurrent
with the commencement of trading of the common shares. 
"We are very pleased to have received strong unitholder support for
our conversion plans," commented David Fesyk, President and CEO of
Inter Pipeline. "Under a corporate structure, our business will
benefit from broader access to capital markets, improved liquidity
and the implementation of a more conventional corporate governance
model." 
At the Special Meeting, Inter Pipeline's unitholders also approved
the exchange of certain preferred shares held by the former owners of
Inter Pipeline's general partner for common shares and convertible
shares of Inter Pipeline Ltd. A resolution related to this exchange
was approved by 98% of votes cast by holders of Class A units present
in person or by proxy. Accordingly, the former owners of Inter
Pipeline's general partner will hold the same eq
uity participation
rights and entitlements as common shareholders of Inter Pipeline Ltd. 
Inter Pipeline Fund   
Inter Pipeline is a major petroleum transportation, natural gas
liquids extraction, and bulk liquid storage business based in
Calgary, Alberta, Canada. Structured as a publicly traded limited
partnership, Inter Pipeline owns and operates energy infrastructure
assets in western Canada, the United Kingdom, Denmark, Germany and
Ireland. Additional information about Inter Pipeline can be found at
www.interpipelinefund.com.  
Inter Pipeline is a member of the S&P/TSX Composite Index. Class A
Units trade on the Toronto Stock Exchange under the symbol IPL.UN.  
Eligible Investors  
Pursuant to Inter Pipeline's limited partnership agreement dated
October 9, 1997, as amended, all unitholders are required to be
residents of Canada. A copy of the limited partnership agreement can
be found at www.interpipelinefund.com by selecting "Corporate
Governance". If a unitholder is a non-resident of Canada
("Non-Eligible Unitholder"), he will not be considered to be a member
of the partnership effective the date the Class A Units were
acquired. Inter Pipeline requires all Non-Eligible Unitholders to
dispose of their Class A Units in accordance with the limited
partnership agreement. 
In most cases, a unitholder with an address outside of Canada will be
a Non-Eligible Unitholder.  
Disclaimer  
Certain information contained herein may constitute forward-looking
statements that involve risks and uncertainties. Readers are
cautioned not to place undue reliance on forward-looking statements.
Such information, although considered reasonable by the General
Partner of Inter Pipeline at the time of preparation, may later prove
to be incorrect and actual results may differ materially from those
anticipated in the statements made. For this purpose, any statements
that are not statements of historical fact may be deemed to be
forward-looking statements. Forward-looking statements often contain
terms such as "may", "will", "should", "anticipate", "expects" and
similar expressions. Such risks and uncertainties include, but are
not limited to, risks associated with operations, such as loss of
markets, regulatory matters, environmental risks, industry
competition, potential delays and cost overruns of construction
projects, and the ability to access sufficient capital from internal
and external sources. You can find a discussion of those risks and
uncertainties in Inter Pipeline's securities filings at
www.sedar.com.  The forward-looking statements contained in this news
release are made as of the date of this document, and, except to the
extent required by applicable securities laws and regulations, Inter
Pipeline assumes no obligation to update or revise forward-looking
statements made herein or otherwise, whether as a result of new
information, future events, or otherwise. The forward-looking
statements contained in this document are expressly qualified by this
cautionary note.  
All dollar values are expressed in Canadian dollars unless otherwise
noted. 
Contacts:
Inter Pipeline Fund - Investor Relations
Jeremy Roberge
Vice President, Capital Markets
403-290-6015 or 1-866-716-7473
jroberge@interpipelinefund.com 
Inter Pipeline Fund - Media Relations
Tony Mate
Director, Corporate and Investor Communications
403-290-6166
tmate@interpipelinefund.com
www.interpipelinefund.com
 
 
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