Northland Power Inc. (“
Northland”) (TSX: NPI)
today announced that, subject to market and other conditions, it is
considering an offering of green subordinated notes in Canada on a
private placement basis in reliance upon exemptions from the
prospectus requirements under applicable securities legislation.
As outlined at its annual Investor Day in
February, Northland’s 2023 funding plan identified several funding
tools, including corporate hybrid bonds among other potential
sources of capital to fund its growth projects. The contemplated
offering aligns with this strategy.
If a successful offering is completed, Northland
intends to allocate the net proceeds to fund investments in “green”
projects that meet the eligibility criteria of Northland’s Green
Financing Framework.
CIBC Capital Markets and HSBC have been engaged
by Northland to evaluate market conditions and determine the
optimal timing and terms of a potential offering of green
subordinated notes in Canada.
This release does not constitute an offer to
sell or the solicitation of an offer to buy the green subordinated
notes in any jurisdiction. There is no certainty that Northland
will complete the offering being considered or as to the timing or
terms on which an offering might be completed. The green
subordinated notes considered to be offered have not been approved
or disapproved by any regulatory authority. The green subordinated
notes have not been and will not be registered under the United
States Securities Act of 1933, as amended, or any state securities
law, and may not be offered or sold within the United
States.
ABOUT NORTHLAND
Northland Power is a global power producer
dedicated to helping the clean energy transition by producing
electricity from clean renewable resources. Founded in 1987,
Northland has a long history of developing, building, owning and
operating clean and green power infrastructure assets and is a
global leader in offshore wind. In addition, Northland owns and
manages a diversified generation mix including onshore renewables,
efficient natural gas energy, as well as supplying energy through a
regulated utility.
Headquartered in Toronto, Canada, with global
offices in eight countries, Northland owns or has an economic
interest in 3.0 GW (net 2.6 GW) of operating capacity. The Company
also has a significant inventory of projects in construction and in
various stages of development encompassing over 19 GW of potential
capacity.
Publicly traded since 1997, Northland’s common
shares, Series 1 and Series 2 preferred shares trade on the Toronto
Stock Exchange under the symbols NPI, NPI.PR.A and NPI.PR.B
respectively.
FORWARD-LOOKING STATEMENTS
This press release contains certain
forward-looking statements including certain future oriented
financial information that are provided for the purpose of
presenting information about management’s current expectations and
plans. Readers are cautioned that such statements may not be
appropriate for other purposes. Forward-looking statements include
statements that are predictive in nature, depend upon or refer to
future events or conditions, or include words such as “expects,”
“anticipates,” “plans,” “predicts,” “believes,” “estimates,”
“intends,” “targets,” “projects,” “forecasts” or negative versions
thereof and other similar expressions or future or conditional
verbs such as “may,” “will,” “should,” “would” and “could.” These
statements may include, without limitation, statements regarding
the offering of hybrid subordinated debt securities and the use of
proceeds from such offering, Northland’s expectations for guidance,
the completion of construction, attainment of financial close and
commercial operations which may differ from expectations stated
herein, the potential for future production from project pipelines,
cost and output of development projects, litigation claims, plans
for raising capital, the potential impact of certain tax credits,
and the future operations, business, financial condition, financial
results, priorities, ongoing objectives, strategies and outlook of
Northland, and its subsidiaries and joint ventures. There is a risk
that delays in closing the financings, failure to obtain the
anticipated level of finance commitments and failure to close one
or more financings could affect construction schedules and/or
Northland’s cash or credit position and capital funding needs.
These statements are based upon certain material factors or
assumptions that were applied in developing the forward-looking
statements, including the design specifications of development the
projects, the provisions of contracts to which Northland or a
subsidiary is a party, management’s current plans and its
perception of historical trends, current conditions and expected
future developments, the ability to obtain necessary approvals,
satisfy any closing conditions, or obtain adequate financing
regarding contemplated construction, acquisitions, dispositions,
investments or financings, as well as other factors that are
believed to be appropriate in the circumstances. Although these
forward-looking statements are based upon management’s current
reasonable expectations and assumptions, they are subject to
numerous risks and uncertainties. Some of the factors include, but
are not limited to, risks associated with sales contracts,
Northland’s reliance on the performance of its offshore wind
facilities at Gemini, Nordsee One and Deutsche Bucht for
approximately 50% of its Adjusted EBITDA and Free Cash Flow ,
counterparty risks, contractual operating performance, variability
of sales from generating facilities powered by intermittent
renewable resources, offshore wind concentration, natural gas and
power market risks, commodity price risks, operational risks,
recovery of utility operating costs, Northland’s ability to resolve
issues/delays with the relevant regulatory and/or government
authorities, permitting, construction risks, procurement and supply
chain risks, project development risks, disposition and
joint-venture risks, acquisition risks, financing risks, interest
rate and refinancing risks, impact of regional or global conflicts,
liquidity risk, credit rating risk, currency fluctuation risk,
variability of cash flow and potential impact on dividends,
taxation, natural events, environmental risks, climate change,
health and worker safety risks, market compliance risk, government
regulations and policy risks, utility rate regulation risks,
international activities, cybersecurity, data protection and
reliance on information technology, labour relations, reputational
risk, insurance risk, risks relating to co-ownership, bribery and
corruption risk, terrorism and security, legal contingencies, and
the other factors described in the “Risks Factors” section of
Northland’s 2022 Annual Information Form, which can be found at
www.sedar.com under Northland’s profile and on Northland’s website
at northlandpower.com.
The forward-looking statements contained in this
release are based on assumptions that were considered reasonable as
of the date hereof. Other than as specifically required by law,
Northland undertakes no obligation to update any forward-looking
statements to reflect events or circumstances after such date or to
reflect the occurrence of unanticipated events, whether as a result
of new information, future events or results, or otherwise.
For further information, please
contact:
Investor Relations
Wassem Khalil, Senior Director, Investor
Relations647-288-1019investorrelations@northlandpower.com
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