DEDHAM, Mass., April 15, 2021
/PRNewswire/ -- Atlantic Power Corporation (NYSE: AT) (TSX:
ATP) ("Atlantic Power" or the "Company") announced today that the
parties to the previously announced proposed transaction among
Atlantic Power, Atlantic Power Preferred Equity Ltd. ("APPEL"),
Atlantic Power Limited Partnership ("APLP") and certain affiliates
(collectively the "Purchasers") of infrastructure funds managed by
I Squared Capital Advisors (US) LLC (the "Transaction") are
continuing to work through the steps required to close the
Transaction without the approval of holders of the Company's 6.00%
Series E convertible unsecured subordinated debentures due
January 31, 2025 (the "Convertible
Debentures").
It is expected that these steps will still offer to the holders
of Convertible Debentures the benefit of the "make whole premium"
contemplated by the indenture governing the Convertible Debentures.
Additional details will be provided once these steps are
substantially finalized.
As previously announced, the parties intend to close the
Transaction without the approval of the holders of the Convertible
Debentures unless a sufficient number of Convertible Debentures are
voted in favor of the Transaction as currently structured.
In the interim, the Company also announced that it is adjourning
the meeting (the "Debentureholder Meeting") of holders of the
Convertible Debentures currently scheduled to be held at
10:00 a.m. (Toronto time) on April
15, 2021 to consider the Transaction. The Debentureholder
Meeting is being adjourned until 10:00
a.m. (Toronto time) on
April 29, 2021. Holders of
Convertible Debentures are urged to submit their proxies or voting
instructions well in advance of the revised proxy cut-off time of
10:00 a.m. (Toronto time) on April
27, 2021. Unless a sufficient number of Convertible
Debentures are voted in favor of the Transaction as currently
structured, it is expected that the adjourned Debentureholder
Meeting will be cancelled and the condition precedent to the
Transaction that the holders of the Convertible Debentures approve
the Transaction will be mutually waived.
The Transaction remains subject to the satisfaction or waiver of
certain conditions, including court approval of the Transaction,
approval of the holders of Convertible Debentures, certain
remaining regulatory approvals and third-party consents and other
customary closing conditions. As previously disclosed, the
Transaction has already received approval from the holders of
common shares of the Company, preferred shares of APPEL and medium
term notes of APLP, and the Transaction has also received certain
required regulatory approvals, including an advance ruling
certificate from the Canadian Commissioner of Competition under the
Competition Act (Canada) on
February 5, 2021, the expiration of
the required waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976 on March 9,
2021, and the approval of the Federal Energy Regulatory
Commission on April 2, 2021. The
parties currently expect to close the Transaction in the second
quarter of 2021.
About Atlantic Power
Atlantic Power is an independent power producer that owns power
generation assets in eleven states in the
United States and two provinces in Canada. The Company's generation projects sell
electricity and steam to investment-grade utilities and other
creditworthy large customers predominantly under long–term PPAs
that have expiration dates ranging from 2021 to 2043. The Company
seeks to minimize its exposure to commodity prices through
provisions in the contracts, fuel supply agreements and hedging
arrangements. The projects are diversified by geography, fuel type,
technology, dispatch profile and offtaker (customer). Approximately
75% of the projects in operation are 100% owned and directly
operated and maintained by the Company. The Company has expertise
in operating most fuel types, including gas, hydro, and biomass,
and it owns a 40% interest in one coal project.
Atlantic Power's shares trade on the New York Stock Exchange
under the symbol AT and on the Toronto Stock Exchange under the
symbol ATP. For more information, please visit the Company's
website at www.atlanticpower.com or contact:
Atlantic Power Corporation
Investor Relations
(617) 977-2700
info@atlanticpower.com
Copies of the Company's financial data and other publicly filed
documents are available on SEDAR at www.sedar.com or on EDGAR at
www.sec.gov/edgar.shtml under "Atlantic Power Corporation" or on
the Company's website.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this news release may constitute
forward-looking information or forward-looking statements within
the meaning of applicable securities laws (collectively,
"forward-looking statements"), which reflect the expectations of
management regarding the future growth, results of operations,
performance and business prospects and opportunities of the Company
and its projects. These statements, which are based on certain
assumptions and describe the Company's future plans, strategies and
expectations, can generally be identified by the use of the words
"plans", "expects", "does not expect", "is expected", "budget",
"estimates", "forecasts", "targets", "intends", "anticipates" or
"does not anticipate", "believes", "outlook", "objective", or
"continue", or equivalents or variations, including negative
variations, of such words and phrases, or state that certain
actions, events or results, "may", "could", "would", "should",
"might" or "will" be taken, occur or be achieved. Examples of such
statements in this news release include, but are not limited to,
statements with respect to whether the Transaction will close, the
anticipated timing of any such closing of the Transaction and the
timing and outcome of any Debentureholder Meeting, and the parties'
intentions with respect to the Convertible Debentures if the
Transaction is not approved by the required percentage of holders
of the Convertible Debentures.
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. Please refer to the
factors discussed under "Risk Factors" and "Forward-Looking
Information" in the Company's periodic reports as filed with the
U.S. Securities and Exchange Commission (the "SEC") from time to
time for a detailed discussion of the risks and uncertainties
affecting the Company. Although the forward-looking statements
contained in this news release are based upon what are believed 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. These forward-looking
statements are made as of the date of this news release and, except
as expressly required by applicable law, the Company assumes no
obligation to update or revise them to reflect new events or
circumstances.
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SOURCE Atlantic Power Corporation