Atlantic Power Corporation Announces Pricing of Public Offering of Unsecured Convertible Debentures on a Bought Deal Basis
26 Juni 2012 - 10:11PM
Marketwired
Atlantic Power Corporation
(NYSE:AT)(TSX:ATP)(TSX:ATP.DB)(TSX:ATP.DB.A)(TSX:ATP.DB.B) (the
"Company" or "Atlantic Power") announced today that it has priced
an underwritten public offering on a bought deal basis, in each of
the provinces and territories of Canada, except Quebec, of US$130
million aggregate principal amount of series C convertible
unsecured subordinated debentures (the "Debentures") at a public
offering price of US$1,000 per Debenture. The Debentures will bear
interest at a rate of 5.75% per year, and will mature on June 30,
2019, unless earlier redeemed. The Debentures will be convertible
into common shares of the Company at an initial conversion price of
US$17.25 per common share, being a ratio of approximately 57.9710
common shares per US$1,000 principal amount of Debentures. The
Company estimates that the net proceeds from the offering of the
Debentures, after deducting the underwriting discounts and
estimated expenses, will be approximately US$124.0 million. TD
Securities is acting as sole bookrunner with respect to the
offering of Debentures. Subject to customary closing conditions,
the offering of Debentures is expected to close on July 5,
2012.
The Company intends to use the net proceeds from the Debenture
offering, together with the net proceeds of its concurrent offering
of 5,500,000 common shares, to fund the Company's equity commitment
in Canadian Hills, its approximately 300 MW wind energy project
under construction in the State of Oklahoma. Any remaining net
proceeds will be used to fund additional growth opportunities and
for general corporate purposes.
The Debentures will be issued pursuant to an effective Form S-1
registration statement previously filed with the United States
Securities and Exchange Commission (the "SEC") and pursuant to a
preliminary short form prospectus previously filed in each of the
provinces and territories of Canada, except Quebec. A copy of the
U.S. prospectus relating to the offering of Debentures may be
obtained upon request from TD Securities (USA) LLC, Attn: David
Chepauskas (31 West 52nd St., New York, NY 10019, Tel: (212)
827-7392); and a copy of the Canadian prospectus relating to the
offering of Debentures may be obtained upon request by contacting
TD Securities Inc., Attn: Symcor, NPM (Email: sdcconfirms@td.com,
Tel: (289) 360-2009).
This press release does not constitute an offer to sell or a
solicitation of an offer to buy and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.
About Atlantic Power
Atlantic Power is a leading publicly traded, power generation
and infrastructure company with a well-diversified portfolio of
assets in the United States and Canada. The Company's power
generation projects sell electricity to utilities and other large
commercial customers under long-term power purchase agreements,
which seek to minimize exposure to changes in commodity prices. The
net generating capacity of the Company's projects is approximately
2,140 MW, consisting of interests in 31 operational power
generation projects across 11 states and 2 provinces and an
84-mile, 500 kilovolt electric transmission line located in
California. In addition, the Company has one 53 MW biomass project
under construction in Georgia and one approximate 300 MW wind
project under construction in Oklahoma. Atlantic Power also owns a
majority interest in Rollcast Energy, a biomass power plant
developer in Charlotte, NC. Atlantic Power is incorporated in
British Columbia, headquartered in Boston and has offices in
Chicago, Toronto, Vancouver and San Diego.
Forward-Looking Statements
This news release may include forward-looking statements within
the meaning of the federal securities laws and forward-looking
information under Canadian securities laws (referred to as
"forward-looking statements"). These statements can generally be
identified by the use of the words "outlook," "objective," "may,"
"will," "should," "could," "would," "plan," "potential,"
"estimate," "project," "continue," "believe," "intend,"
"anticipate," "expect," "target" or the negatives of these words
and phrases or similar expressions that are predictions of or
indicate future events or trends and which do not relate solely to
present or historical matters. In particular, Atlantic Power's
intention to complete the offering and to use the proceeds as
described above constitute forward-looking statements.
Forward-looking statements reflect Atlantic Power's current
expectations regarding future events and speak only as of the date
of this news release. These forward-looking statements are based on
a number of assumptions which may prove to be incorrect. The
completion of the offering will be subject to market conditions and
the intended use of proceeds from the offering may change from that
described herein. Forward-looking statements involve significant
risks and uncertainties, should not be read as guarantees of future
performance or results, and will not necessarily be accurate
indications of whether or not or the times at or by which such
performance or results will be achieved. A number of factors could
cause actual results to differ materially from the results
discussed in the forward-looking statements, including, but not
limited to, the factors discussed under "Risk factors" in the
filings Atlantic Power makes from time to time with the SEC and
Canadian securities regulators. Atlantic Power's business is both
competitive and subject to various risks. Although the
forward-looking statements contained in this news release are based
upon what Atlantic Power believes to be reasonable assumptions,
investors cannot be assured that actual results will be consistent
with these forward-looking statements, and the differences may be
material. Therefore, investors are urged not to place undue
reliance on Atlantic Power's forward-looking statements. These
forward-looking statements are made as of the date of this news
release and, except as expressly required by applicable law,
Atlantic Power assumes no obligation to update or revise them to
reflect new events or circumstances.
Contacts: Atlantic Power Corporation Amanda Wagemaker Investor
Relations (617) 977-2700info@atlanticpower.com
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