DEDHAM, Mass., March 10, 2021 /PRNewswire/ -- Atlantic Power
Corporation (NYSE: AT) (TSX: ATP) ("Atlantic Power" or the
"Company") announced today that the required waiting period has
expired under the Hart-Scott-Rodino Antitrust Improvements Act of
1976 in connection with Atlantic Power's previously announced
transaction with I Squared Capital and its affiliates ("I Squared
Capital").
As previously announced on January 14,
2021, Atlantic Power has entered into a definitive agreement
with I Squared Capital under which I Squared Capital will acquire
Atlantic Power's common shares and convertible debentures, and the
preferred shares and medium term notes of Atlantic Power'
subsidiaries, for cash. The transaction remains subject to the
approval of each group of securityholders and other required
regulatory approvals, third-party consents and other closing
conditions. On March 2, 2021,
Atlantic Power filed a definitive management information circular
and proxy statement that provides the background of the transaction
and the rationale for Atlantic Power's board of directors' approval
and recommendation that securityholders vote in favor of the
transaction.
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. Atlantic Power's generation projects
sell electricity and steam to investment-grade utilities and other
creditworthy large customers predominantly under long–term power
purchase agreements that have expiration dates ranging from 2021 to
2043. Atlantic Power 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 Atlantic Power.
Atlantic Power 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 Atlantic Power'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
To the extent any statements made in this news release contain
information that is not historical, these statements are
forward-looking statements or forward-looking information, as
applicable, within the meaning of Section 27A of the U.S.
Securities Act of 1933, as amended, and Section 21E of the U.S.
Securities Exchange Act of 1934, as amended, and under Canadian
securities law (collectively "forward-looking
statements").
Forward-looking statements can generally be identified by the
use of words such as "should," "intend," "may," "expect,"
"believe," "anticipate," "estimate," "continue," "plan," "project,"
"will," "could," "would," "target," "potential" and other similar
expressions. In addition, any statements that refer to
expectations, projections or other characterizations of future
events or circumstances are forward-looking statements. Although
Atlantic Power Atlantic Power believes that the expectations
reflected in such forward-looking statements are reasonable, such
statements involve 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 Atlantic Power's periodic
reports as filed with the Securities and Exchange Commission (the
"SEC") from time to time for a detailed discussion of the risks and
uncertainties affecting Atlantic Power, including, without
limitation, the effects of the coronavirus pandemic on Atlantic
Power's business and results, including the measures taken by
governmental authorities to address it, which may precipitate or
exacerbate other risks and/or uncertainties; the outcome or impact
of Atlantic Power's business strategy to increase the intrinsic
value of Atlantic Power on a per-share basis through disciplined
management of its balance sheet and cost structure and investment
of its discretionary cash in a combination of organic and external
growth projects, acquisitions, and repurchases of debt and equity
securities; Atlantic Power's ability to enter into new power
purchase agreements on favorable terms or at all after the
expiration of existing agreements, and the outcome or impact on
Atlantic Power's business of any such actions; the anticipated
benefits of the transaction with I Squared Capital; the receipt of
required regulatory, court and securityholder approvals for the
transaction; the receipt of third-party consents necessary to
satisfy closing conditions to the transaction; the ability of the
parties to satisfy the other conditions to, and to complete, the
transaction; Atlantic Power's intention to hold securityholder
meetings; and the anticipated timing of the closing of the
transaction. 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, Atlantic Power assumes no
obligation to update or revise them to reflect new events or
circumstances. Atlantic Power's ability to achieve its
longer-term goals, including those described in this news release,
is based on significant assumptions relating to and including,
among other things, the general conditions of the markets in which
it operates, revenues, internal and external growth opportunities,
its ability to sell assets at favorable prices or at all and
general financial market and interest rate conditions.
Atlantic Power's actual results may differ, possibly materially and
adversely, from these goals.
Additional Information about the Arrangement and Where to
Find It
This news release is not intended to and does not constitute an
offer to sell or the solicitation of an offer to subscribe for or
buy or an invitation to purchase or subscribe for any securities or
the solicitation of any vote or approval in any jurisdiction, nor
shall there be any sale, issuance or transfer of securities in any
jurisdiction in contravention of applicable law. In connection with
the transaction with I Squared Capital, Atlantic Power has filed a
management information circular and proxy statement relating to a
special meeting of its common shareholders with the SEC and
Canadian Securities Administrators. Additionally, Atlantic Power
will file other relevant materials in connection with the
transaction with the SEC. Securityholders of Atlantic Power are
urged to read the management information circular and proxy
statement regarding the transaction and any other relevant
materials carefully in their entirety before making any voting or
investment decision with respect to the transaction because they
contain important information about the transaction and the parties
to such transaction. Securityholders of Atlantic Power are able to
obtain a copy of the management information circular and proxy
statement, and the filings with the SEC and Canadian Securities
Administrators that will be incorporated by reference into the
management information circular and proxy statement as well as
other filings containing information about the transaction and the
parties to such transaction made by Atlantic Power with the SEC and
Canadian Securities Administrators free of charge on EDGAR at
www.sec.gov, on SEDAR at www.sedar.com, or on Atlantic Power's
website at www.atlanticpower.com. Information contained on, or that
may be accessed through, the websites referenced in this
communication is not incorporated into and does not constitute a
part of this news release. These website addresses are included
only as inactive textual references and do not intend them to be
active links.
Participants in the Solicitation
Atlantic Power and its directors and executive officers may be
deemed to be participants in the solicitation of proxies from the
holders of Atlantic Power's common shares in respect of the
transaction with I Squared Capital. Investors may obtain additional
information regarding the interest of such participants by reading
the definitive management information circular and proxy statement
regarding the transaction.
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SOURCE Atlantic Power Corporation