Date Closed

June 28, 2012

Lead Office

Montréal

Value

260.00 Million CAD

On June 28, 2012, Gaz Métro inc. (“GMi”), as General Partner of Gaz Métro Limited Partnership (“Gaz Métro”), announced that Gaz Métro has completed an equity offering by issuing by way of a private placement 17,333,333 new units from its treasury at a price of C$15.00 per unit to its two Partners, GMi and Valener Inc. (“Valener”), pro rata based on their respective share of units outstanding, for aggregate gross proceeds of approximately C$260 million. This equity offering was performed in connection with Gaz Métro’s acquisition of Central Vermont Public Service Corporation, the closing of which was announced yesterday, and the proceeds of the offering will be used to reimburse short term borrowings made under GMi’s existing credit facility to finance a portion of the acquisition and for general corporate purposes.

GMi financed its subscription of new units by way of issuance of subordinated debentures to Noverco Inc. for gross proceeds of approximately $185 million.

Gaz Métro, headquartered in Montréal, Québec, is one of the largest natural gas distributors in Canada.

Noverco, headquartered in Montréal, Québec, through its subsidiary, distributes natural gas, and operates in the power production, gas storage and marketing.

McCarthy Tétrault LLP represented Noverco and Gaz Métro, with a team led by Patrick Boucher.