Atlantic Power Corporation Announces Public Offerings of Common Stock and Unsecured Convertible Debentures
October 12 2010 - 4:01PM
Marketwired
Atlantic Power Corporation (TSX: ATP)(TSX: ATP.DB)(TSX:
ATP.DB.A)(NYSE: AT) (the "Company") announced today that it has
previously filed a base PREP prospectus in each of the provinces
and territories of Canada, except Quebec, and a Form S-1
Registration Statement in the U.S. in connection with a proposed
underwritten public offering (the "Common Share Offering") of
5,100,000 common shares of the Company (the "Common Shares"). The
Company intends to grant the underwriters a 30-day option to
purchase up to 765,000 additional shares of its Common Shares to
cover over-allotments, if any. BMO Capital Markets and UBS
Securities LLC are serving as joint book-running managers of the
Common Share Offering.
The Company also announced today that it has previously filed an
amended preliminary prospectus in each of the provinces and
territories of Canada, except Quebec, with respect to a proposed
public offering in Canada of Cdn$70 million aggregate principal
amount of convertible unsecured subordinated debentures (the
"Debentures") at a public offering price of Cdn$1,000 per debenture
(the "Debenture Offering" and, together with the Common Stock
Offering, the "Offerings"). The Company intends to grant the
underwriters a 30-day option to purchase up to Cdn$10.5 million
aggregate principal amount of debentures at the issue price to
cover over-allotments, if any. BMO Capital Markets is acting as
sole book-runner with respect to the Debenture Offering.
The Company intends to use the net proceeds from these offerings
as follows: (i) approximately $20 million to repay indebtedness
incurred under its credit facility entered into in June 2010 to
partially fund its previously-announced acquisition of a 27.6%
equity interest in Idaho Wind Partners 1, LLC, and (ii) up to $75
million to fund an investment in the Piedmont Green Power biomass
project in Barnesville, Georgia for substantially all of the equity
interest in the project. Any remaining net proceeds will be used to
fund additional growth opportunities and for general corporate
purposes, including a potential further acquisition that the
Company is currently considering.
Copies of the preliminary prospectus relating to the proposed
Common Share Offering may be obtained for free by visiting the
EDGAR database on the SEC's web site at www.sec.gov or from UBS
Securities LLC, Attn: Prospectus Department, 299 Park Avenue, New
York, New York 10171, or by calling 1-(888) 827-7275. Copies of the
preliminary prospectuses related to the proposed Offerings may be
obtained from Investor Relations at BMO Capital Markets,
Distribution Department, 1 First Canadian Place, B2 Level, Toronto,
Ontario, M5X 1H3 (telephone: 416-363-6996 x224).
Registration statements relating to the Offerings have been
filed with the Securities and Exchange Commission but have not yet
become effective. These securities may not be sold nor may offers
to buy be accepted in the United States prior to the time the
registration statements become effective and in Canada prior to the
time that receipts are obtained in Canada for the final
prospectuses. Before investing, investors should read the
prospectuses contained in the registration statements and other
documents the Company has filed with the Securities and Exchange
Commission in the United States and the Canadian Securities
Regulators in Canada, for more complete information about the
Company and the Offerings. The Offerings are being made solely by
means of the prospectuses.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities and shall not constitute
an offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
About Atlantic Power
Atlantic Power Corporation is an independent power producer with
power projects located in major markets in the United States. The
Company's assets consist of interests in 12 operational power
generation projects across eight states, one wind project under
construction in Idaho, a 500 kilovolt 84-mile electric transmission
line located in California, and six development projects in five
states. The Company's power generation projects in operation have
an aggregate gross electric generation capacity of approximately
1,823 megawatts (or "MW"), in which the Company's ownership
interest is approximately 808 MW. For more information, please
visit the Company's website at www.atlanticpower.com.
Forward-Looking Statements
This news release may include forward-looking statements.
Forward-looking statements involve risks and uncertainties. These
statements, which are based on certain assumptions and describe
Atlantic Power's future plans, projections, strategies and
expectations, can generally be identified by the use of the words
"outlook," "objective," "may," "will," "should," "could," "would,"
"plan," "potential," "estimate," "project," "continue," "believe,"
"intend," "anticipate," "expect," "target" or the negatives of
these words and phrases or similar expressions that are predictions
of or indicate future events or trends and which do not relate
solely to present or historical matters. In particular, Atlantic
Power's intention to complete the offerings and use the proceeds
therefrom as described above constitute forward-looking statements.
Such forward-looking statements reflect Atlantic Power's current
expectations regarding future events and speak only as of the date
of this news release. Such forward-looking statements are based on
a number of assumptions which may prove to be incorrect. The
completion of the offerings will be subject to market conditions
and the successful pricing of the offerings and the intended use of
proceeds from the offerings may change from that described herein.
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. A number of factors could
cause actual results to differ materially from the results
discussed in the forward-looking statements, including, but not
limited to, the factors discussed under "Risk factors" in Atlantic
Power's Annual Information Form dated March 29, 2010 and Atlantic
Power's registration statement on Form 10, as filed with the
Securities and Exchange Commission, on July 21, 2010, the relevant
sections of which have been incorporated by reference into the
Canadian prospectuses and Atlantic Power's Registration Statement
on Form S-1. Atlantic Power's business is both competitive and
subject to various risks. Although the forward-looking statements
contained in this news release are based upon what Atlantic Power's
believes 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. Therefore,
investors are urged not to place undue reliance on Atlantic Power's
forward-looking statements. 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.
Contacts: Atlantic Power Corporation Patrick Welch Chief
Financial Officer (617) 977-2700 info@atlanticpower.com
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