OAKVILLE, ON, Aug. 15,
2022 /PRNewswire/ - Algonquin Power & Utilities
Corp. ("AQN") (TSX: AQN) (NYSE: AQN) announced today that it has
re-established its at-the-market equity program (the "ATM
Program"). The ATM Program allows AQN to issue up to
U.S.$500 million (or the equivalent
in Canadian dollars) of common shares of AQN from treasury ("Common
Shares") to the public from time to time, at AQN's discretion, at
the prevailing market price when issued on the Toronto Stock
Exchange (the "TSX"), the New York Stock Exchange (the "NYSE") or
on any other existing trading market for the Common Shares in
Canada or the United States. The ATM Program is being
re-established having lapsed following the withdrawal by AQN of its
previous base shelf prospectus dated April
3, 2020 in connection with the filing of its current base
shelf prospectus dated November 18,
2021.
The ATM Program provides AQN with additional financing
flexibility should it be required or desirable in the future, and
the volume and timing of distributions under the ATM Program, if
any, will be determined at AQN's sole discretion. The ATM Program
will be effective until December 19,
2023 unless terminated prior to such date by AQN or
otherwise in accordance with the terms of the equity distribution
agreement dated August 15, 2022 (the
"Equity Distribution Agreement"). AQN intends to use the net
proceeds from the ATM Program, if any, to fund acquisitions,
general and administrative expenses, working capital needs,
repayment of indebtedness and/or other general corporate
purposes.
Sales of the Common Shares through the ATM Program will be made
pursuant to the terms of the Equity Distribution Agreement entered
into among AQN and RBC Dominion Securities Inc., CIBC World Markets
Inc., National Bank Financial Inc., Scotia Capital Inc. and TD
Securities Inc. (collectively, the "Canadian Agents") and RBC
Capital Markets, LLC, CIBC World Markets Corp., National Bank of
Canada Financial Inc., Scotia Capital (USA) Inc. and TD Securities (USA) LLC (the "U.S. Agents" and, together with
the Canadian Agents, the "Agents").
Since the Common Shares will be distributed at the prevailing
market prices at the time of the sale, prices may vary among
purchasers and during the period of distribution. The ATM Program
is being re-established pursuant to a prospectus supplement dated
August 15, 2022 (the "Canadian
Prospectus Supplement") to AQN's Canadian base shelf prospectus
dated November 18, 2021 (the "Shelf
Prospectus") and pursuant to a prospectus supplement dated
August 15, 2022 (the "U.S. Prospectus
Supplement") to AQN's U.S. base shelf prospectus dated November 18, 2021 (the "U.S. Shelf Prospectus")
included in its U.S. registration statement on Form F-10 (the
"Registration Statement"), filed with the U.S. Securities and
Exchange Commission. The Canadian Prospectus Supplement, the Shelf
Prospectus and the Equity Distribution Agreement have been filed
and are available on SEDAR at www.sedar.com and the U.S. Prospectus
Supplement, the U.S. Shelf Prospectus, the Registration Statement
and the Equity Distribution Agreement have been filed and are
available on EDGAR at www.sec.gov. Alternatively, the Agents will
arrange to send copies of the Canadian Prospectus Supplement and
the Shelf Prospectus or the U.S. Prospectus Supplement, the U.S.
Shelf Prospectus and the Registration Statement, as applicable,
upon request by contacting in Canada:
RBC Dominion Securities Inc. by mail at RBC Wellington Square,
8th Floor, 180 Wellington St. W., Toronto
Ontario, M5J 0C2, attn: Distribution Centre or by email at
Distribution.RBCDS@rbccm.com.
CIBC World Markets Inc. by mail at 161 Bay Street, 5th Floor,
Toronto, ON M5J 2S8 or by
telephone at 416-956-6378 or by email at
Mailbox.CanadianProspectus@cibc.com.
Scotia Capital Inc. by mail at Scotia Plaza, 64th Floor, 40 King
Street West, Toronto, ON M5H 3Y2,
attn: Equity Capital Markets, by email at
equityprospectus@scotiabank.com or by telephone at
416-863-7704.
National Bank Financial Inc. by mail at 130 King St W Suite
3200, Toronto, ON M5X 1J9, by
email at Brendan.costigan@nbc.ca or by telephone at
416-869-8575.
TD Securities Inc. by mail at 1625 Tech Avenue, Mississauga, Ontario L4W 5P5, attn: Symcor,
NPM, by email at sdcconfirms@td.com or by telephone at
289-360-2009.
or in the U.S.:
RBC Capital Markets, LLC by mail at 200 Vesey Street, 8th Floor,
New York, NY 10281-8098, attn:
Equity Syndicate, by email at equityprospectus@rbccm.com or by
telephone at 877.822.4089.
CIBC World Markets Corp. by email at
Mailbox.USProspectus@cibc.com.
National Bank of Canada Financial Inc. by mail at 65 East 55th
Street, 8th Floor, New York, NY
10022, by email at Brendan.costigan@nbc.ca or by telephone at
416-869-8575.
Scotia Capital (USA) Inc. by
mail at 250 Vesey Street, 24th Floor, New
York, NY 10281, attn: Equity Capital Markets, by email at
equityprospectus@scotiabank.com or by telephone at
212-225-6853.
TD Securities (USA) LLC by mail
at 1 Vanderbilt Avenue, New York,
NY, 10017, attn: Equity Capital Markets, or by email at
USTMG@tdsecurities.com.
This news release shall not in any circumstances constitute an
offer to sell or a solicitation of an offer to buy, nor shall there
be any sale of these securities in any jurisdiction in which an
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the applicable securities laws
of any jurisdiction.
All dollar amounts referenced herein are in U.S. dollars unless
otherwise noted.
About Algonquin Power &
Utilities Corp. and Liberty
Algonquin Power & Utilities Corp., parent company of
Liberty, is a diversified international generation, transmission,
and distribution utility with over $17
billion of total assets. Through its two business groups,
the Regulated Services Group and the Renewable Energy Group, AQN is
committed to providing safe, secure, reliable, cost-effective, and
sustainable energy and water solutions through its portfolio of
electric generation, transmission, and distribution utility
investments to over one million customer connections, largely in
the United States and Canada. AQN is a global leader in renewable
energy through its portfolio of long-term contracted wind, solar,
and hydroelectric generating facilities. AQN owns, operates, and/or
has net interests in over 4 GW of installed renewable energy
capacity.
AQN is committed to delivering growth and the pursuit of
operational excellence in a sustainable manner through an expanding
global pipeline of renewable energy and electric transmission
development projects, organic growth within its rate-regulated
generation, distribution, and transmission businesses, and the
pursuit of accretive acquisitions and value enhancing recycling of
assets.
AQN's common shares, Series A preferred shares and Series D
preferred shares are listed on the Toronto Stock Exchange under the
symbols AQN, AQN.PR.A, and AQN.PR.D, respectively. AQN's common
shares, Series 2018-A subordinated notes, Series 2019-A
subordinated notes and equity units are listed on the New York
Stock Exchange under the symbols AQN, AQNA, AQNB, and AQNU,
respectively.
Caution Regarding Forward-Looking
Statements
Certain statements included in this news release constitute
''forward-looking information'' within the meaning of applicable
securities laws in each of the provinces and territories of
Canada and the respective
policies, regulations and rules under such laws and
''forward-looking statements'' within the meaning of the U.S.
Private Securities Litigation Reform Act of 1995 (collectively,
''forward-looking statements"). The words "will", "intends",
"expects", and similar expressions are often intended to identify
forward-looking statements, although not all forward-looking
statements contain these identifying words. Specific
forward-looking statements in this news release include the
anticipated sale and distribution of Common Shares under the ATM
Program, the volume and timing of the sale and distribution of
Common Shares under the ATM Program and the expected use of
proceeds under the ATM Program. These statements are based on
factors or assumptions that were applied in drawing a conclusion or
making a forecast or projection, including assumptions based on
historical trends, current conditions and expected future
developments. Since forward-looking statements relate to future
events and conditions, by their very nature they require making
assumptions and involve inherent risks and uncertainties. AQN
cautions that although it is believed that the assumptions are
reasonable in the circumstances, these risks and uncertainties give
rise to the possibility that actual results may differ materially
from the expectations set out in the forward-looking statements.
Material risk factors and assumptions include those set out in
AQN's Management Discussion and Analysis and Annual Information
Form for the year ended December 31,
2021, and in AQN's Management Discussion & Analysis for
the three and six months ended June 30,
2022 (the "Interim MD&A"), each available on SEDAR and
EDGAR, and those set out in the Canadian Prospectus Supplement and
U.S. Prospectus Supplement. Given these risks, undue reliance
should not be placed on these forward-looking statements, which
apply only as of their dates. Other than as specifically required
by law, AQN undertakes no obligation to update any forward-looking
statements to reflect new information, subsequent or otherwise.
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SOURCE Algonquin Power & Utilities Corp.