SAN JOSE, Calif., Sept. 22, 2016 /PRNewswire/ -- 8point3
Energy Partners LP (NASDAQ: CAFD) today announced the pricing of an
underwritten public offering of 7,000,000 Class A shares
representing limited partner interests, at a public offering price
of $14.65 per Class A share. The
total gross proceeds (before the underwriters' discount and
offering expenses) will be approximately $102.6 million. In connection with the offering,
8point3 Energy Partners granted the underwriters a 30-day option to
purchase up to an additional 1,050,000 Class A shares. The offering
is expected to close on September 28,
2016, subject to certain closing conditions.
8point3 Energy Partners expects to use the net proceeds from
this offering to purchase 7,000,000 common units of 8point3
Operating Company, LLC ("8point3 Operating Company"), the entity
that holds 8point3 Energy Partners' project assets. 8point3
Operating Company intends to use the proceeds from the sale of its
common units to fund a portion of the purchase price of the
previously announced acquisition of a 49 percent interest in the
Henrietta Project, a substantially completed, 102 MW photovoltaic
solar generating facility located in Kings County, California (the "Henrietta
Acquisition"). This offering is not contingent upon the closing of
the Henrietta Acquisition.
The Class A shares are being offered and will be sold pursuant
to an effective shelf registration statement that was previously
filed with the Securities and Exchange Commission (SEC). This press
release shall not constitute an offer to sell or the solicitation
of an offer to buy any securities, nor shall there be any sale of
these securities in any state in which such offer, solicitation, or
sale would be unlawful prior to registration or qualification under
the securities laws of such states. The offering is being made only
by means of a prospectus and related prospectus supplement meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended.
BofA Merrill Lynch, Wells Fargo Securities, Citigroup, J.P.
Morgan, Mizuho Securities and Credit Agricole Securities
(USA) Inc. are the joint book
running managers for the offering. A copy of the prospectus
supplement and accompanying base prospectus relating to the
offering may be obtained for free by visiting EDGAR on the SEC
website at www.sec.gov or by sending a request to:
BofA Merrill Lynch
Prospectus Department
NC1-004-03-43
200 North College Street, 3rd floor,
Charlotte NC 28255-0001
Email: dg.prospectus_requests@baml.com
Wells Fargo Securities
Attn: Equity Syndicate Dept.
375 Park Avenue
New York, New York 10152
Telephone: (800) 326-5897
Email: cmclientsupport@wellsfargo.com
Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: 1-800-831-9146
J.P. Morgan
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, New York 11717
Telephone: (888) 803-9204
Email: prospectus-eq_fi@jpmchase.com
Mizuho Securities
320 Park Avenue, 12th Floor
New York, NY 10022
Attn: Equity Capital Markets
Telephone: (212) 205-7600
Credit Agricole Securities (USA) Inc.
Attn: Equity Capital Markets
1301 Avenue of the Americas
New York, NY 10019
Telephone: (212) 408-5680
Email: equitycapitalmarkets@ca-cib.com
About 8point3 Energy Partners
8point3 Energy Partners
LP (NASDAQ: CAFD) is a growth-oriented limited partnership formed
by First Solar, Inc. and SunPower Corporation to own, operate and
acquire solar energy generation projects. 8point3 Energy Partners'
primary objective is to generate predictable cash distributions
that grow at a sustainable rate. The partnership owns interests in
projects in the United States that
generate long-term contracted cash flows and serve utility,
commercial and residential customers.
Forward-Looking Statements
This press release includes
various "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended. All statements
other than statements of historical fact are, or may be deemed to
be, forward-looking statements. Forward-looking statements are
statements of future expectations that are based on management's
current expectations and assumptions and involve known and unknown
risks and uncertainties that could cause actual results,
performance or events to differ materially from those expressed or
implied in these statements. Forward-looking statements include,
among other things, statements expressing management's
expectations, beliefs, estimates, forecasts, projections and
assumptions. You can identify our forward-looking statements by
words such as "anticipate", "believe", "estimate", "expect",
"forecast", "goals", "objectives", "outlook", "intend", "plan",
"predict", "project", "risks", "schedule", "seek", "target",
"could", "may", "will", "should" or "would" or other similar
expressions that convey the uncertainty of future events or
outcomes. These statements are accompanied by cautionary language
identifying important factors, though not necessarily all such
factors, which could cause future outcomes to differ materially
from those set forth in forward-looking statements. In particular,
expressed or implied statements concerning the expectations of
plans, strategies, objectives and growth and anticipated financial
and operational performance of the partnership and its
subsidiaries, including guidance regarding the partnership's
revenue, Adjusted EBITDA, cash available for distribution and
distributions, other future actions, conditions or events such as
the projected commercial operation dates of projects, future
operating results or the ability to generate sales, income or cash
flow or to make distributions are forward-looking statements.
Forward-looking statements are not guarantees of performance. They
involve risks, uncertainties and assumptions. Future actions,
conditions or events and future results of operations may differ
materially from those expressed in these forward-looking
statements. Forward-looking statements speak only as of the date of
this press release, September 22,
2016, and we disclaim any obligation to update such
statements for any reason, except as required by law. All
forward-looking statements contained in this press release are
expressly qualified in their entirety by the cautionary statements
contained or referred to in this paragraph. Many of the factors
that will determine these results are beyond our ability to control
or predict. These factors include the risk factors described under
"Risk Factors" in the partnership's Transition Report on Form 10-K
for the transition period from December 28,
2014 to November 30, 2015,
filed with the Securities and Exchange Commission on January 28, 2016. If any of those risks occur, it
could cause our actual results to differ materially from those
contained in any forward-looking statement. Because of these risks
and uncertainties, you should not place undue reliance on any
forward-looking statement.
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SOURCE 8point3 Energy Partners LP