Atlantic Power Corporation Announces Closing of Public Offerings of Common Shares and Convertible Unsecured Debentures
October 20 2010 - 9:56AM
Marketwired
Atlantic Power Corporation (TSX: ATP)(TSX: ATP.DB)(TSX:
ATP.DB.A)(NYSE: AT) (the "Company" or "Atlantic Power") announced
today the closing of its public offering of 6,029,000 common shares
of the Company (the "Common Shares"), including 784,000 Common
Shares issued pursuant to the exercise in full of the underwriters'
over-allotment option, at a price of US$13.35 per Common Share (the
"Common Share Offering"). The Company received net proceeds from
the Common Share Offering, after deducting the underwriting
discounts and expenses, of approximately US$75.6 million. BMO
Capital Markets and UBS Securities LLC served as joint book-running
managers of the Common Share Offering.
The Company also announced today the closing of its public
offering in Canada of Cdn$80.5 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"), including Cdn$10.5 million aggregate principal
amount of Debentures pursuant to the exercise in full of the
underwriters' over-allotment option. The Debentures 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 Common Share (equivalent to US$18.03 per Common Share). The
Company received net proceeds from the Debenture Offering, after
deducting the underwriting discounts and expenses, of approximately
Cdn$76.4 million. BMO Capital Markets acted 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 US$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 US$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.
The Common Share Offering was made solely by means of a
prospectus, and the final prospectus has been filed with the
Securities and Exchange Commission in the United States and a
supplemented PREP prospectus has been filed with the Canadian
Securities Regulators in each province and territory in Canada
other than Quebec. 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 or from
Investor Relations at BMO Capital Markets, Distribution Department,
1 First Canadian Place, B2 Level, Toronto, Ontario, M5X 1H3
(telephone: 416-363-6996 x224). The Debenture Offering was made
solely by means of a prospectus, and the final prospectus has been
filed with the Canadian Securities Regulators in each province and
territory in Canada other than Quebec. Copies of the prospectus
relating to the Debenture Offering may be obtained for free by
visiting the SEDAR database on the Canadian Securities
Administrators' web site at www.sedar.com or 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 current portfolio consists 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 use the proceeds from the Offerings as described
above constitute forward-looking statements and the intended use of
proceeds from the Offerings may change from that described herein.
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.
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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