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Equity (Notes)
12 Months Ended
Dec. 31, 2018
Stockholders' Equity Note [Abstract]  
Equity Equity
We are authorized to issue an unlimited number of Restricted Voting Shares, an unlimited number of Special Voting Shares and an unlimited number of preferred shares issuable in series. As of December 31, 2018, we had (i) 34.9 million and 81.4 million of split-adjusted Restricted Voting Shares and Special Voting Shares outstanding, respectively, with no par value, for an aggregate of 116.3 million voting shares outstanding, (ii) 12.0 million and 10.0 million of Series 1 Preferred Shares and Series 3 Preferred Shares outstanding, respectively, and (iii) 0.2 million of restricted stock awards outstanding.

Return of Capital, Stated Capital Reduction and Share Consolidation

Pursuant to our Voting Shareholders’ approval on November 29, 2018, Return of Capital disbursements of approximately $1.2 billion were made to holders of our Restricted Voting Shares ($11.40 per Restricted Voting Share) and approximately $2.8 billion to KMI as the indirect holder of our Special Voting Shares on January 3, 2019. To facilitate the Return of Capital distributions and provide flexibility for dividends going forward, our Voting Shareholders also approved (i) a Stated Capital Reduction to our stated Restricted Voting Share capital by $1.45 billion and (ii) a Share Consolidation, a “reverse stock split” of our Restricted Voting Shares and Special Voting Shares on a one-for-three basis (one-for-three basis, three shares consolidating to one), which was effected on January 4, 2019.

Preferred Share Dividends

On August 15, 2017, we completed an offering of 12.0 million Series 1 Preferred Shares on the TSX at a price to the public of $25.00 per Series 1 Preferred Share for total gross proceeds of $300.0 million. The net proceeds of $292.9 million from the offering were used to indirectly subscribe for preferred units in the Limited Partnership, which in turn were used by the Limited Partnership to repay indebtedness outstanding under our revolving credit facility and for general corporate purposes. We have the option to redeem the Series 1 Preferred Shares on November 15, 2022 and on November 15 in every fifth year thereafter by payment of $25.00 per Series 1 Preferred Share plus all accrued and unpaid dividends. The holders of the Series 1 Preferred Shares will have the right to convert all or any of their Series 1 Preferred Shares into cumulative redeemable floating rate Preferred Shares, Series 2 (Series 2 Preferred Shares), subject to certain conditions, on November 15, 2022 and on November 15 in every fifth year thereafter. The Series 1 Preferred Shares and the Series 2 Preferred Shares are series of shares in the same class. The conversion right entitles holders to elect periodically which of the two series they wish to hold and does not entitle holders to receive a different class or type of security.
In the event of our liquidation, the holders of Series 1 Preferred Shares shall be entitled to receive $25.00 per Series 1 Preferred Share plus all accrued and unpaid dividends thereon before any amount shall be paid or any property or assets of the Company shall be distributed to the holders of the Restricted Voting Shares, Special Voting Shares and holders of any other shares ranking junior to the Series 1 Preferred Shares.

Dividends on the Series 1 Preferred Shares are fixed, cumulative, preferential and $1.3125 per share annually, payable quarterly on the 15th day of February, May, August and November, as and when declared by our board of directors, for the initial fixed rate period to but excluding November 15, 2022.

On December 15, 2017, we completed an offering of 10.0 million Series 3 Preferred Shares on the TSX at a price to the public of $25.00 per Series 3 Preferred Share for total gross proceeds of $250.0 million. The net proceeds of $243.2 million (net of fees paid and accrued) from the offering were used to indirectly subscribe for preferred units in the Limited Partnership, which in turn were used by the Limited Partnership to repay indebtedness outstanding under our revolving credit facility and for general corporate purposes. We have the option to redeem the Series 3 Preferred Shares on February 15, 2023 and on February 15 in every fifth year thereafter by payment of $25.00 per Series 3 Preferred Share plus all accrued and unpaid dividends. The holders of the Series 3 Preferred Shares will have the right to convert all or any of their Series 3 Preferred Shares into cumulative redeemable floating rate Preferred Shares, Series 4 (Series 4 Preferred Shares), subject to certain conditions, on February 15, 2023 and on February 15 in every fifth year thereafter. The Series 3 Preferred Shares and the Series 4 Preferred Shares are series of shares in the same class. The conversion right entitles holders to elect periodically which of the two series they wish to hold and does not entitle holders to receive a different class or type of security.

In the event of our liquidation, the holders of Series 3 Preferred Shares shall be entitled to receive $25.00 per Series 3 Preferred Share plus all accrued and unpaid dividends thereon before any amount shall be paid or any property or assets shall be distributed to the holders of the Restricted Voting Shares, Special Voting Shares and holders of any other shares ranking junior to the Series 3 Preferred Shares.

Dividends on the Series 3 Preferred Shares are fixed, cumulative, preferential and $1.3000 per share annually, payable quarterly on the 15th day of February, May, August and November, as and when declared by our board of directors, for the initial fixed rate period to but excluding February 15, 2023.

The following table provides information regarding dividends declared, or paid, as applicable, on our Preferred Shares during the year ended December 31, 2018:
PeriodTotal Series 1 quarterly dividend per share for the periodTotal Series 3 quarterly dividend per share for the periodDate of declarationDate of recordDate of dividendTotal amount of dividends paid in cash
(In millions of Canadian dollars, except per share amounts)
November 15, 2017 to February 14, 2018 (a) 0.328125 0.22082 January 17, 2018January 31, 2018February 15, 20186.1 
February 15, 2018 to May 14, 2018 0.328125 0.325 April 18, 2018April 30, 2018May 15, 20187.2 
May 15, 2018 to August 14, 2018 0.328125 0.325 July 18, 2018July 31, 2018August 15, 20187.2 
August 15, 2018 to November 14, 2018 0.328125 0.325 October 10, 2018October 31, 2018November 15, 20187.2 
November 15, 2018 to February 14, 2019 0.328125 0.325 January 16, 2019January 31, 2019February 15, 20197.2 
________
(a) Series 3 per share amount reflects that the shares were outstanding for 62 days during the period ended February 14, 2018.

Suspension of Dividend Reinvestment Plan (DRIP)

Effective January 16, 2019, our board of directors suspended our DRIP until further notice. Shareholders who were enrolled in the program will receive dividend payments in the form of cash, including dividends paid on February 15, 2019.  We elected to suspend our DRIP in light of KML's reduced need for capital following the Trans Mountain Transaction. If KML elects to reinstate the DRIP in the future, shareholders who were enrolled in the DRIP at suspension and remained enrolled at reinstatement will automatically resume participation in the DRIP. Kinder Morgan’s participation in the distribution reinvestment in Class B Units of the Limited Partnership has been suspended since July 18, 2018.
Shortly after our IPO, we had implemented a DRIP pursuant to which holders (excluding holders not resident in Canada) of Restricted Voting Shares could elect to have all cash dividends of the Company payable to any such shareholder automatically reinvested in additional Restricted Voting Shares at a price per share calculated by reference to the weighted average trading price of the Restricted Voting Shares on the stock exchange on which the Restricted Voting Shares then listed for the five trading days preceding the relevant dividend payment date, less a discount of between 0% and 5% (as determined from time to time by the board of directors, in its sole discretion). Kinder Morgan had participated in a DRIP under the same general terms as described for the Restricted Voting Stockholders. In addition, KML's suspension of its DRIP on January 16, 2019 also suspended the Limited Partnership's distribution reinvestment plan under the terms of the Limited Partnership Agreement.

Restricted Voting Share Dividends

Restricted Voting Shares were issued to the public pursuant to our IPO. Holders of Restricted Voting Shares are entitled to one vote for each Restricted Voting Share held at all our meetings of shareholders, except meetings at which or in respect of matters on which only holders of another class of shares are entitled to vote separately as a class. Except as otherwise provided by our articles or required by law, the holders of Restricted Voting Shares will vote together with the holders of Special Voting Shares as a single class.

The holders of Restricted Voting Shares are entitled to receive, subject to the rights of the holders of another class of shares, any dividend we declare and the remaining property of the Company on the liquidation, dissolution or winding up of the Company, whether voluntary or involuntary. Notwithstanding the foregoing, we may not issue or distribute to all or to substantially all of the holders of the Restricted Voting Shares either (i) Restricted Voting Shares, or (ii) rights or securities of the Company exchangeable for or convertible into or exercisable to acquire Restricted Voting Shares, unless contemporaneously therewith, we issue or distribute Special Voting Shares or rights or securities of the Company exchangeable for or convertible into or exercisable to acquire Special Voting Shares on substantially similar terms (having regard to the specific attributes of the Special Voting Shares) and in the same proportion.

The following table provides information regarding dividends declared, or paid, as applicable, on our Restricted Voting Shares during the year ended December 31, 2018.
For the three month period endedDividend rate per shareDate of declarationDate of recordDate of dividendTotal amount of dividends paid in cash(a)Total amount of dividends paid in form of additional shares
(In millions of Canadian dollars, except per share amounts) 
December 31, 20170.1625 January 17, 2018January 31, 2018February 15, 201811.8 5.1 
March 31, 20180.1625 April 18, 2018April 30, 2018May 15, 201811.1 5.9 
June 30, 20180.1625 July 18, 2018July 31, 2018August 15, 201813.9 3.1 
September 30, 20180.1625 October 17, 2018October 31, 2018November 15, 201813.2 3.9 
December 31, 20180.1625 January 16, 2019January 31, 2019February 15, 20195.7 — 
________
a.Amount includes notional dividends on outstanding restricted stock awards of $0.4 million during 2018.

Kinder Morgan Interest Distributions

The Kinder Morgan interest consists of Class B Units in the Limited Partnership which are owned by indirect wholly owned subsidiaries of Kinder Morgan. Each Class B Unit is accompanied by a Special Voting Share, which entitles the holder of such Special Voting Share to one vote for each Special Voting Share held at all our meetings of shareholders, except meetings at which or in respect of matters on which only holders of another class of shares are entitled to vote separately as a class. The holders of Special Voting Shares are entitled to receive, subject to the rights of the holders of preferred shares and in priority to the holders of Restricted Voting Shares, an amount per Special Voting Share equal to $.000001 on the liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary. The Special Voting Shares are subject to anti-dilution
provisions, which provide that adjustments will be made to the Special Voting Shares in the event of a change to the Restricted Voting Shares in order to preserve the voting equivalency of such shares.

The Limited Partnership makes quarterly distributions, when and if declared by the board of directors, to holders of Class A Units (being the Company, through the General Partner) and Class B Units (being Kinder Morgan) on a pro rata basis subject to limitations described above for the Restricted Voting Shares. Kinder Morgan then receives its pro rata share of declared distributions from the Limited Partnership through its ownership interest in the Limited Partnership Class B Units.

The following table provides information regarding distributions declared, or paid, as applicable, to Kinder Morgan during the year ended December 31, 2018.

For the three month period endedDividend rate per shareDate of declarationDate of distributionTotal amount of distribution paid in cash(a)Total amount of distribution paid in form of additional shares
(In millions of Canadian dollars, except per share amounts)
December 31, 20170.1625 January 17, 2018February 15, 201831.0 9.9 
March 31, 20180.1625 April 18, 2018May 15, 201831.0 9.9 
June 30, 20180.1625 July 18, 2018August 15, 201840.3 — 
September 30, 20180.1625 October 17, 2018November 15, 201839.7 — 
December 31, 20180.1625 January 16, 2019February 15, 201913.2 — 
_______
a.Distributions paid in cash include U.S. income tax reimbursements related to Puget Sound earnings of $3.4 million during 2018.

Earnings per Restricted Voting Share

We calculate earnings per share from continuing and discontinued operations using the two-class method. Earnings were allocated to Restricted Voting Shares and participating securities based on the amount of dividends paid in the current period plus an allocation of the undistributed earnings or excess distributions over earnings to the extent that each security participates in earnings or excess distributions over earnings. Our unvested restricted stock awards, which may be settled in Restricted Voting Shares issued to employees and non-employee directors and include dividend equivalent payments, do not participate in excess distributions over earnings.

The following table sets forth the allocation of income from continuing operations and net income available to shareholders of Restricted Voting Shares and participating securities:

Year ended December 31,20182017
(In millions of Canadian dollars, except per share amounts)
Income from Continuing Operations Available to Restricted Voting Stockholders
21.8 8.9 
Participating securities:
Less: Income from Continuing Operations allocated to restricted stock awards(a)
(0.4)(0.2)
Income from Continuing Operations Allocated to Restricted Voting Stockholders
21.4 8.7 
Basic Weighted Average Restricted Voting Shares Outstanding
34.7 27.6 
Basic Earnings from Continuing Operations Per Restricted Voting Share
0.62 0.31 
The following table sets forth the allocation of income from discontinued operations and net income available to shareholders of Restricted Voting Shares and participating securities:

Year ended December 31,20182017
(In millions of Canadian dollars, except per share amounts)
Income from Discontinued Operations Available to Restricted Voting Stockholders
394.4 19.0 
Participating securities:
Less: Income from Discontinued Operations allocated to restricted stock awards(a)
(0.4)(0.2)
Income from Discontinued Operations Allocated to Restricted Voting Stockholders
394.0 18.8 
Basic Weighted Average Restricted Voting Shares Outstanding
34.7 27.6 
Basic Earnings from Discontinued Operations Per Restricted Voting Share
11.37 0.69 
_______
a.As of December 31, 2018 and 2017, there were approximately 0.2 million and 0.3 million, respectively, unvested restricted stock awards.

For the both years ended December 31, 2018 and 2017, the weighted average maximum number of potential Restricted Voting Share equivalents of 0.2 million unvested restricted stock awards are antidilutive and, accordingly, are excluded from the determination of diluted earnings per Restricted Voting Share.