Fortis Inc. ("
Fortis" or the
"
Corporation") (TSX/NYSE: FTS) announced today
that its wholly owned subsidiary Fortis Energy (Bermuda) Ltd.
("
FEBL") has agreed to provide a standby
commitment (the "
Standby Commitment") for a rights
offering (the "
Rights Offering") by
Caribbean Utilities Company, Ltd. ("
CUC") (TSX:
CUP.U). Pursuant to the Rights Offering, CUC will issue up to
an aggregate of 3,359,362 or 10% of its currently issued and
outstanding Class A Ordinary Shares (the "
CUC
Shares"). FEBL will exercise the rights issued to it in
the Rights Offering and will acquire a minimum of 1,946,032 CUC
Shares at a price of US$14.24 per CUC Share for aggregate
consideration of US$27,711,495.68.
Subject to certain customary terms and
conditions, FEBL may acquire up to 1,413,330 additional CUC Shares
at the same price pursuant to the Standby Commitment. If there are
no other subscribers in the Rights Offering, FEBL will acquire a
total of 3,359,362 CUC Shares through the Rights Offering and
Standby Commitment for aggregate consideration of US$47,837,314.88.
Based on the average daily rate of exchange quoted by the Bank of
Canada on August 24, 2020, the consideration in Canadian dollars is
C$18.81 per CUC Share or aggregate consideration of C$63,178,741.76
should there be no other subscribers in the Rights Offering.
Prior to the Rights Offering, Fortis indirectly
owned 19,460,326 CUC Shares representing approximately 58% of the
CUC Shares. On closing of the Rights Offering, which is expected to
occur on or about October 28, 2020, Fortis will beneficially own
approximately 58% of the CUC Shares if the Rights Offering is fully
subscribed or approximately 62% of the CUC Shares if there are no
other subscribers in the Rights Offering.
The purpose of the Rights Offering is to provide
CUC with capital to be used to refinance existing debt and for
general corporate purposes.
Fortis will review its holdings in CUC Shares
from time to time and may acquire additional securities or dispose
of securities of CUC, in either case, in the open market, by
private agreement or otherwise, depending on numerous factors,
including without limitation, the availability of securities of
CUC, economic conditions, market conditions and other business and
investment opportunities available to Fortis.
An early warning report will be filed by Fortis
in accordance with applicable securities laws. To obtain a copy of
the early warning report, please contact Karen McCarthy, Vice
President, Communications & Corporate Affairs at
media@fortisinc.com.
About FortisFortis is a
well-diversified leader in the North American regulated electric
and gas utility industry with 2019 revenue of $8.8 billion and
total assets of $56 billion as at June 30, 2020. The Corporation's
9,000 employees serve utility customers in five Canadian provinces,
nine U.S. states and three Caribbean countries. Fortis shares are
listed on the TSX and NYSE and trade under the symbol FTS.
Additional information can be accessed at www.fortisinc.com,
www.sedar.com, or www.sec.gov.
Fortis' head office is located at Fortis Place,
Suite 1100, 5 Springdale Street, St. John's, Newfoundland and
Labrador A1B 3T2.
CUC's head office is located at 457 North Sound
Road, Grand Cayman KY1-1101, Cayman Islands.
Forward-Looking
InformationFortis includes forward-looking information in
this media release within the meaning of applicable securities laws
in Canada and forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 (collectively
referred to as “forward-looking information”). The purpose of the
forward-looking information is to provide management’s expectations
regarding the Corporation’s future growth, results of operations,
performance, business prospects and opportunities and may not be
appropriate for other purposes. All forward-looking information is
given pursuant to the “safe harbour” provisions of applicable
Canadian securities legislation. Wherever possible, words such as
“anticipates”, “believes”, “budgets”, “could”, “estimates”,
“expects”, “forecasts”, “intends”, “may”, “might”, “plans”,
“projects”, “schedules”, “should”, “target”, “will”, “would” and
the negative of these terms and other similar expressions are often
intended to identify forward-looking information, although not all
forward-looking information contains these identifying words. The
forward-looking information reflects management’s current beliefs
and is based on information currently available to the
Corporation’s management and includes statements relating to the
expectation that FEBL will acquire CUC Shares as a result of the
Rights Offering and Standby Commitment. Although Fortis believes
that the forward-looking statements are based on information and
assumptions which are current, reasonable and complete, these
statements are necessarily subject to a variety of risks and
uncertainties. For additional information on risk factors that have
the potential to affect the Corporation, reference should be made
to the continuous disclosure materials filed from time to time by
the Corporation with Canadian securities regulatory authorities and
the Securities and Exchange Commission. All forward-looking
information included in this media release is given as of the date
of this media release and Fortis disclaims any intention or
obligation to update or revise any forward-looking information,
whether as a result of new information, future events or
otherwise.
A .pdf version of this press release is
available
at: http://ml.globenewswire.com/Resource/Download/1e1963e8-9510-409c-8b1e-ae193b9657cb
For more information, please
contactKaren McCarthy Vice President, Communications &
Corporate Affairs Fortis Inc. 709.737.5323
media@fortisinc.com
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