DEDHAM, Mass., Dec. 20, 2016 /PRNewswire/ -- Atlantic Power
Corporation (TSX: ATP) (NYSE: AT) (the "Company" or "Atlantic
Power") and Atlantic Power Preferred Equity Ltd. ("APPEL")
announced today that Atlantic Power intends to make a normal course
issuer bid ("NCIB") for each of the following series of the
Company's convertible unsecured subordinated debentures and its
common shares and that APPEL intends to make an NCIB for each of
the following series of its preferred shares (collectively, the
"Public Securities"):
a)
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the 5.75% Series C
Convertible Unsecured Subordinated Debentures due June 30, 2019
(the "5.75% US$42.6 Million Debentures") (TSX:
ATP.DB.U);
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b)
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the 6.0% Series D
Extendible Convertible Unsecured Subordinated Debentures due
December 31, 2019 (the "6.0% Cdn$81.0 Million Debentures") (TSX:
ATP.DB.D);
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c)
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the common shares
(the "Common Shares") (TSX:ATP);
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d)
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the 4.85% Cumulative
Redeemable Preferred Shares, Series 1 (the "Series 1 Preferred
Shares") (TSX: AZP.PR.A);
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e)
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the Cumulative Rate
Reset Preferred Shares, Series 2 (the "Series 2 Preferred Shares")
(TSX: AZP.PR.B); and
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f)
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the Cumulative
Floating Rate Preferred Shares, Series 3 (the "Series 3 Preferred
Shares") (TSX: AZP.PR.C).
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Under its current NCIB which expires December 28, 2016, Atlantic Power purchased
US$11,700,000 of its 5.75% debentures
at an average price of US$85.43;
Cdn$8,995,000 of its 6.0% debentures
at an average price of Cdn$84.94; and
8,067,051 of its common shares at an average price of Cdn$3.18. No Preferred Shares were
purchased by APPEL under this NCIB.
Atlantic Power and APPEL believe that their Public Securities
may trade in ranges that may not fully reflect the value of the
Public Securities. As a result, Atlantic Power and APPEL
believe that the purchase of their Public Securities from time to
time can be undertaken at prices that make the acquisition of such
securities an appropriate use of Atlantic Power's available
funds. In addition, purchases under the NCIBs may increase
the liquidity of the Public Securities.
Atlantic Power and APPEL will enter into a pre-defined automatic
securities purchase plan ("ASPP") with their broker in order to
facilitate repurchases of their Public Securities under their
NCIBs. Under the ASPP, commencing December 29, 2016, the broker for Atlantic Power
and APPEL may repurchase their Public Securities under the NCIBs at
any time, including without limitation when the Company and APPEL
ordinarily would not be permitted to due to regulatory restrictions
or self-imposed blackout periods. Purchases will be made by
the broker based upon the parameters prescribed by the TSX and the
terms of the parties' written agreement. The ASPP will be in
place for the one-year period of the NCIBs. RBC Capital
Markets has been appointed as the broker of record for the
Company's and APPEL's NCIBs. All Public Securities purchased
under the NCIBs will be cancelled.
As of December 15, 2016, Atlantic
Power had outstanding:
a)
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US$42,587,000
principal amount of the 5.75% US$42.6 Million
Debentures;
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b)
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Cdn$81,005,000
principal amount of the 6.0% Cdn$81.0 Million Debentures;
and
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c)
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114,649,888
outstanding Common Shares.
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As of December 15, 2016, APPEL had
outstanding:
d)
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5,000,000 outstanding
Series 1 Preferred Shares;
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e)
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2,338,094 outstanding
Series 2 Preferred Shares; and
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f)
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1,661,906 outstanding
Series 3 Preferred Shares.
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Under the NCIBs, the broker for Atlantic Power and APPEL may
purchase up to 10% of the public float of Atlantic Power's
convertible debentures and common shares and up to 5% of the amount
issued and outstanding of APPEL's preferred shares, determined as
of December 15, 2016, up to the
following limits:
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Limit on Purchases
(Principal Amount)
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Total Limit
(1)
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Daily Limit
(2)
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a) 5.75% $42.6 Million
Debentures
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US$4,258,700
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US$19,000
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b)
6.0% Cdn$81.0 Million Debentures
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Cdn$8,100,500
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Cdn$21,254
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Limit on Purchases
(Number of Shares)
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Total Limit
(3)
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Daily Limit
(4)
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c) Common Shares
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11,303,772
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12,703
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d)
Series 1 Preferred Shares
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250,000
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1,143
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e) Series 2 Preferred
Shares
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116,904
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1,000
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f) Series 3 Preferred
Shares
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83,095
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1,000
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Notes:
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1.
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Represents 10% of the
public float. As of December 15, 2016, the public float of
the 5.75% US$42.6 Million Debentures was US$42,587,000; and the
public float of the 6.0% Cdn$81.0 Million Debentures was
$81,005,000.
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2.
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Represents 25% of the
6-month Average Daily Trading Value ("ADTVA") on the TSX. The
ADTVA for the 5.75% US$42.6 Million Debentures is US$76,000; and
the ADTVA for the 6.0% Cdn$81.0 Million Debentures is
$85,019.
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3.
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For the Common
Shares, represents 10% of the public float. For the Series 1
Preferred Shares, the Series 2 Preferred Shares and the Series 3
Preferred Shares, represents 5% of the amount issued and
outstanding. As of December 15, 2016, the public float of the
Common Shares was 113,037,724; the public float of the Series 1
Preferred Shares was 5,000,000; the public float of the Series 2
Preferred Shares was 2,338,094; and the public float of the Series
3 Preferred Shares was 1,661,906.
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4.
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Represents the
greater of 25% of the 6-month Average Daily Trading Volume
("ADTVO") on the TSX or 1,000 shares. The ADTVO for the
Common Shares is 50,814; the ADTVO for the Series 1 Preferred
Shares is 4,575; the ADTVO for the Series 2 Preferred Shares is
1,705; and the ADTVO for the Series 3 Preferred Shares is
3,121.
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Atlantic Power and APPEL intend to commence their NCIBs on
December 29, 2016. The NCIBs
will expire on December 28, 2017 or
such earlier date as the Company and/or APPEL complete their
respective purchases pursuant to the NCIBs. All purchases
made under the NCIBs will be made through the facilities of the TSX
or other Canadian designated exchanges and published marketplaces
and in accordance with the rules of the TSX at market prices
prevailing at the time of purchase. Common share purchases
under the NCIB may also be made on the New York Stock Exchange
("NYSE") in compliance with rule 10b-18 under the U.S. Securities
Exchange Act of 1934, as amended, or other designated exchanges and
published marketplaces in the U.S. in accordance with applicable
regulatory requirements. The ability to make certain
purchases through the facilities of the NYSE is subject to
regulatory approval. The actual amount of Public Securities
that may be purchased under the NCIBs is subject to, and cannot
exceed, the limits referred to above.
About Atlantic Power
Atlantic Power owns and operates a diverse fleet of power
generation assets in the United
States and Canada. The Company's power generation
projects sell electricity to utilities and other large commercial
customers largely under long-term power purchase agreements, which
seek to minimize exposure to changes in commodity prices.
Atlantic Power's power generation projects in operation have an
aggregate gross electric generation capacity of approximately 2,138
megawatts ("MW"), in which its aggregate ownership interest is
approximately 1,500 MW. The Company's current portfolio
consists of interests in twenty-three operational power generation
projects across nine states in the United
States and two provinces in Canada. APPEL is an indirect
wholly-owned subsidiary of Atlantic Power.
Atlantic Power's common 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
To the extent any statements made in this news release contain
information that is not historical, these statements are
forward-looking statements 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").
Certain statements in this news release may constitute
"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 "may," "will," "project," "continue," "believe,"
"intend," "anticipate", "expect" or similar expressions that are
predictions of or indicate future events or trends and which do not
relate solely to present or historical matters. Examples of
such statements in this press release include, but are not limited,
to statements with respect to the following:
- the Company and APPEL believe that their Public Securities may
trade in a range that may not fully reflect the value of the Public
Securities;
- the Company and APPEL each believe that the purchase of its
Public Securities from time to time can be undertaken at prices
that make the acquisition of such securities an appropriate use of
Atlantic Power's available funds;
- that purchases under the NCIBs may increase the liquidity of
the Public Securities;
- the Company and APPEL will enter into one or more pre-defined
automatic securities purchase plans with their broker from time to
time during the course of the NCIBs to enable purchases of their
Public Securities under the NCIBs to be made at times when Atlantic
Power and APPEL ordinarily would not be permitted to, due to
self-imposed internal blackout periods, insider trading rules, or
otherwise, subject to certain parameters;
- the Company may purchase up to 10% of the public float of its
outstanding Public Securities and APPEL may purchase up to 5% of
the amount issued and outstanding of its Public Securities;
- the Company and APPEL intend to commence the NCIBs on
December 29, 2016; and
- the NCIBs will expire on December 28,
2017 or such earlier date as the Company and/or APPEL
complete their respective purchases pursuant to the NCIBs.
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
Securities and Exchange Commission 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