SAN FRANCISCO, Oct. 18, 2017 /CNW/ -- Pattern Energy Group
Inc. (the "Company" or "Pattern Energy") (NASDAQ: PEGI) (TSX: PEGI)
today announced the pricing of a primary underwritten public
offering of 8,000,000 shares, or approximately US$187.2 million, of its Class A common stock at
a public offering price of US$23.40
per share. The underwriters of the offering have a 30-day
option to purchase up to an additional 1,200,000 shares, or
approximately US$28.1 million, of
Class A common stock from the Company to cover over-allotments. The
offering is scheduled to close on October
23, 2017, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering
for general corporate purposes, which may include: funding
acquisitions, including from third parties or drop downs of Mont
Sainte-Marguerite, El Cabo, Belle
River, Otsuki Wind, Futtsu Solar, Kanagi Solar, Ohorayama
and Tsugaru from the identified ROFO list included in the Company's
Quarterly Report on Form 10-Q for the fiscal quarter ended
June 30, 2017; funding investments,
including any capital call requests from Pattern Energy Group 2 LP;
or depending on the timing, sequencing and significance of any
potential acquisitions from the identified ROFO list, the repayment
of indebtedness.
The offering is being made through an underwriting group led by
Morgan Stanley and BofA Merrill Lynch, as book-running managers of
the offering and the representatives of the underwriters.
Completion of the offering is subject to, and conditioned
upon, the receipt of all necessary approvals, including approval of
the Toronto Stock Exchange and the NASDAQ Global Select Market.
The offering of securities to which this communication
relates is being made in the United
States pursuant to an effective shelf registration statement
(including a prospectus) filed with the Securities and Exchange
Commission (the "SEC") and, in Canada, pursuant to a supplement to the
Company's MJDS shelf prospectus filed with Canadian securities
regulatory authorities. You can get copies of these
documents for free by visiting EDGAR on the SEC website at
www.sec.gov and SEDAR at www.sedar.com.
Alternatively, copies of these documents may be obtained, when
available, from the underwriters as follows:
Morgan Stanley &
Co. LLC
|
Merrill Lynch,
Pierce, Fenner & Smith
|
180 Varick Street,
2nd Floor
|
Incorporated
|
New York, New York
10014
|
200 North College
Street, 3rd Floor
|
Attention: Prospectus
Department
|
NC1-004-03-43
|
Email:
prospectus@morganstanley.com
|
Charlotte NC
28255-0001
|
|
Attention: Prospectus
Department
|
|
Email:
dg.prospectus_requests@baml.com
|
The offering will be made in Canada under a supplement to the Company's
MJDS shelf prospectus filed with Canadian security regulatory
authorities.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Pattern Energy
Pattern Energy is an independent power company focused on owning
and operating power projects with stable long-term cash flows in
attractive markets with potential for continued growth of our
business. Pattern Energy holds interests in 20 wind power projects,
including the Mont Sainte-Marguerite wind power project it has
committed to acquire, with a total owned interest of 2,736 MW in
the United States, Canada and Chile that use proven and best-in-class
technology. Pattern Energy's wind power facilities generate stable,
long-term cash flows in attractive markets and provide a solid
foundation for the continued growth of the business.
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements contained in this press release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of Canadian securities laws,
including statements regarding the proposed offering and use of
proceeds thereof. These forward-looking statements represent the
Company's expectations or beliefs concerning future events, and it
is possible that the results described in this press release will
not be achieved. These forward-looking statements are subject to
risks, uncertainties and other factors, including conditions to the
completion of the offering, many of which are outside of the
Company's control, which could cause actual results to differ
materially from the results discussed in the forward-looking
statements.
Any forward-looking statement speaks only as of the date on
which it is made, and, except as required by law, the Company does
not undertake any obligation to update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. New factors emerge from time to time,
and it is not possible for the Company to predict all such factors.
When considering these forward-looking statements, you should keep
in mind the risk factors and other cautionary statements contained
or incorporated by reference in the prospectus supplement filed
with the SEC or the supplement to the Company's MJDS shelf
prospectus filed with Canadian securities regulatory authorities,
the Company's Annual Report on Form 10-K for the year ended
December 31, 2016 and the Company's
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017 and June
30, 2017. The risk factors and other factors noted in these
documents could cause actual events or the Company's actual results
to differ materially from those contained in any forward-looking
statement.
FOR FURTHER INFORMATION PLEASE CONTACT:
Media Relations
Matt Dallas
(917) 363-1333
matt.dallas@patternenergy.com
Investor Relations
Ross Marshall
(416) 526-1563
ross.marshall@loderockadvisors.com
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SOURCE Pattern Energy Group Inc.