Atlantic Power Corporation Announces Pricing of Public Offerings of Common Shares and Convertible Unsecured Subordinated Debentu
October 13 2010 - 7:56PM
Marketwired
Atlantic Power Corporation (TSX: ATP)(TSX: ATP.DB)(TSX:
ATP.DB.A)(NYSE: AT) (the "Company" or "Atlantic Power") announced
today that it has priced its previously announced public offering
(the "Common Share Offering") of 5,245,000 common shares of the
Company (the "Common Shares") at a price of US$13.35 per share. The
Company has granted the underwriters a 30-day option to purchase up
to 784,000 additional Common Shares to cover over-allotments, if
any. The Company estimates that the net proceeds from the Common
Share Offering, after deducting the underwriting discounts and
estimated expenses, will be approximately US$65.7 million or
approximately US$75.6 million if the underwriters' over-allotment
option is exercised in full. 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 priced its
previously announced 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 Share Offering, the "Offerings"). The Debentures
will bear interest at a rate of 5.60% per year, and will mature on
June 30, 2017, unless earlier redeemed. The Debentures will be
convertible into common shares of the Company at an initial
conversion rate of 55.2486 common shares per Cdn$1,000 principal
amount of Debentures, representing an initial conversion price of
approximately Cdn$18.10 per share (equivalent to US$18.03 per
share). The Company has granted 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. The
Company estimates that the net proceeds from the Debenture
Offering, after deducting the underwriting discounts and estimated
expenses, will be approximately Cdn$66.3 million or approximately
Cdn$76.4 million if the underwriters' over-allotment option is
exercised in full. 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 prospectus relating to the 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 prospectuses related
to the 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).
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 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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