Emera Announces Expiration and Settlement of Exchange Offer
17 Januar 2025 - 8:08PM
Business Wire
Emera Incorporated (“Emera”) today announced that the exchange
offer (the “Exchange Offer”) for USD $500,000,000 aggregate
principal amount of outstanding 7.625% Fixed-to-Fixed Reset Rate
Junior Subordinated Notes due 2054 (the “Old Notes”) by its wholly
owned indirect subsidiary, EUSHI Finance, Inc. (the “Issuer”)
expired at midnight, New York City Time, on January 13, 2025.
On June 18, 2024, the Issuer completed the issuance of the Old
Notes to “qualified institutional buyers” under Rule 144A of the
United States Securities Act of 1933, as amended (the “Securities
Act”), to non-U.S. persons under Regulation S of the Securities Act
and on a private placement basis in Canada. The Old Notes were
guaranteed by Emera and Emera US Holdings Inc., a wholly owned
direct and indirect subsidiary of Emera.
In connection with the initial issuance of the Old Notes, the
Issuer entered into a registration rights agreement with the
initial purchasers of the Old Notes in which it undertook to offer
to exchange the Old Notes for new notes registered under the
Securities Act (the “New Notes”).
Pursuant to an effective registration statement on Form F-10 and
Form S-4 filed with the United States Securities and Exchange
Commission (the “SEC”), holders of the Old Notes were able to
exchange the Old Notes for the New Notes in an equal principal
amount. The terms of the New Notes are identical in all material
respects to the terms of the Old Notes except that the New Notes
have been registered under the Securities Act and will not bear any
legend restricting transfer. The registration rights and additional
interest provisions relating to the Old Notes do not apply to the
New Notes.
The Issuer has been advised that tenders with respect to USD
$499,800,000 aggregate principal amount of the Old Notes out of a
total of USD $500,000,000 aggregate principal amount outstanding
were received prior to the expiration of the Exchange Offer.
The Issuer expects to issue an equal principal amount of the New
Notes of each series in exchange for the Old Notes of each series
that were validly tendered. Settlement of the Exchange Offer is
expected to occur on or about January 17, 2025, subject to certain
customary conditions.
This announcement is neither an offer to buy nor a solicitation
of an offer to sell any of the Issuer or Emera’s securities. The
Exchange Offer is being made only pursuant to the Exchange Offer
documents which have been filed with the SEC including the
prospectus and letter of transmittal that have been distributed to
holders of the Old Notes. The completion of the Exchange Offer
remains subject to the terms and conditions stated in the Exchange
Offer documents. D.F. King & Co., Inc., 48 Wall Street - 22nd
Floor, New York, New York 10005, attention: Kristian Klein; banks
and brokers call collect: (212) 269-5550, all others call toll-free
(877) 732-3617, email: EMA@dfking.com.
Forward Looking Information
This news release contains forward-looking information within
the meaning of applicable securities laws, including without
limitation, the expected timing of the expiration and settlement of
the Exchange Offer. By its nature, forward-looking information
requires Emera to make assumptions and is subject to inherent risks
and uncertainties. These statements reflect Emera management’s
current beliefs and are based on information currently available to
Emera management. There is a risk that predictions, forecasts,
conclusions and projections that constitute forward-looking
information will not prove to be accurate, that Emera’s assumptions
may not be correct and that actual results may differ materially
from such forward-looking information. Additional detailed
information about these assumptions, risks and uncertainties is
included in Emera’s securities regulatory filings, including under
the heading “Enterprise Risk and Risk Management” in Emera’s annual
Management’s Discussion and Analysis, and under the heading
“Principal Financial Risks and Uncertainties” in the notes to
Emera’s annual and interim financial statements, which can be found
on SEDAR+ at www.sedarplus.ca.
About Emera
Emera (TSX: EMA) is a leading North American provider of energy
services headquartered in Halifax, Nova Scotia, with investments in
regulated electric and natural gas utilities, and related
businesses and assets. The Emera family of companies delivers safe,
reliable energy to approximately 2.5 million customers in Canada,
the United States and the Caribbean. Our team of 7,300 employees is
committed to our purpose of energizing modern life and delivering a
cleaner energy future for all. Emera’s common and preferred shares
are listed and trade on the Toronto Stock Exchange. Additional
information can be accessed at www.emera.com or
www.sedarplus.ca.
Source: Emera Inc.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20250117983658/en/
Emera Inc. Investor Relations Dave Bezanson VP,
Investor Relations & Pensions 902-474-2126
dave.bezanson@emera.com
Media Dina Bartolacci Seely 902-222-2683
media@emera.com
Emera (TSX:EMA.PR.H)
Historical Stock Chart
Von Dez 2024 bis Jan 2025
Emera (TSX:EMA.PR.H)
Historical Stock Chart
Von Jan 2024 bis Jan 2025