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Press release from CNW Group

Veresen Inc. Announces $150 Million Medium Term Note Offering

Thursday, November 17, 2011

Veresen Inc. Announces $150 Million Medium Term Note Offering16:27 EST Thursday, November 17, 2011/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICESOR FOR DISSEMINATION IN THE UNITED STATES/CALGARY, Nov. 17, 2011 /CNW/ - Veresen Inc. ("Veresen") (TSX: VSN) announced today that it has agreed to issue $150 million principal amount of senior unsecured medium term notes.  The notes have a fixed interest rate of 4.00% per annum, payable semi-annually in arrears, and will mature on November 22, 2018.Closing of the offering is anticipated to occur on or about November 22, 2011. The net proceeds from the offering will be used to reduce Veresen's outstanding indebtedness, to finance future growth opportunities (including acquisitions and investments) and/or for general corporate purposes.DBRS Limited and Standard & Poor's Ratings Services have assigned credit ratings of BBB (high) (stable) and BBB (stable), respectively, to the notes.The notes are being offered through a syndicate of investment dealers co-led by CIBC World Markets Inc., Scotia Capital Inc. and TD Securities Inc., under Veresen's Short Form Base Shelf Prospectus dated August 22, 2011, a related Prospectus Supplement dated November 4, 2011, and a Pricing Supplement to be dated November 17, 2011.This news release does not constitute an offer to sell or the solicitation of an offer to buy the notes in the United States, in any province or territory of Canada or in any other jurisdiction. The notes to be offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or absent an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. There shall be no sale of the notes in any jurisdiction in which an offer to sell, a solicitation of an offer to buy or a sale would be unlawful.  About Veresen Inc.Veresen is a publicly traded dividend paying corporation based in Calgary, Alberta, that owns and operates energy infrastructure assets across North America.  Its common shares and 5.75% convertible unsecured subordinated debentures, Series C due July 31, 2017 are listed on the Toronto Stock Exchange under the symbols "VSN" and VSN.DB.C", respectively. Veresen is engaged in three principal businesses: a pipeline transportation business comprised of interests in two pipeline systems, the Alliance Pipeline and the Alberta Ethane Gathering System; a midstream business which includes ownership interests in a world-class NGL extraction facility near Chicago and other natural gas and NGL processing energy infrastructure; and a power business with renewable and gas-fired facilities and development projects in Canada and the United States, and district energy systems in Ontario and Prince Edward Island.  Veresen and each of its pipeline, midstream and power businesses are also actively developing a number of greenfield projects.  In the normal course of its business, Veresen and each of its businesses regularly evaluate and pursue acquisition and development opportunities.Certain information contained herein relating to, but not limited to, Veresen and its businesses and the offering of the notes, constitutes forward-looking information under applicable securities laws. All statements, other than statements of historical fact, which address activities, events or developments that Veresen expects or anticipates may or will occur in the future, are forward-looking information. Forward-looking information typically contains statements with words such as "may", "estimate", "anticipate", "believe", "expect", "plan", "intend", "target", "project", "forecast" or similar words suggesting future outcomes or outlook. Forward-looking statements in this news release include, but are not limited to, statements with respect to the timing of completion of the offering and the use of the proceeds of the offering. Additional information on risks, uncertainties and factors that could affect Veresen's operations or financial results is included in its filings with the securities commissions or similar authorities in each of the provinces of Canada, as may be updated from time to time. Readers are also cautioned that such additional information is not exhaustive. The impact of any one risk, uncertainty or factor on a particular forward-looking statement is not determinable with certainty as these factors are independent and management's future course of action would depend on its assessment of all information at that time.  Although Veresen believes that the expectations conveyed by the forward-looking information are reasonable based on information available on the date of preparation, no assurances can be given as to future results, levels of activity and achievements. Undue reliance should not be placed on the information contained herein, as actual results achieved will vary from the information provided herein and the variations may be material. Veresen makes no representation that actual results achieved will be the same in whole or in part as those set out in the forward-looking information. Furthermore, the forward-looking statements contained herein are made as of the date hereof, and Veresen does not undertake any obligation to update publicly or to revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable laws. Any forward-looking information contained herein is expressly qualified by this cautionary statement. For further information: Stephen H. White President and C.E.O. Phone: (403) 296-0140 Email: investor-relations@vereseninc.com www.vereseninc.com Richard G. Weech Senior Vice President, Finance and C.F.O.