SAN FRANCISCO, July 28, 2015 /PRNewswire/ -- Pattern Energy
Group Inc. (the "Company" or "Pattern Energy") (NASDAQ: PEGI) (TSX:
PEG) today announced that it has closed the previously announced
private offering of $225 million aggregate principal amount of
its 4.00% Convertible Senior Notes due 2020 (the "Notes") that is
exempt from the registration requirements of the U.S. Securities
Act of 1933, as amended (the "Securities Act"), and the prospectus
requirements of applicable Canadian securities laws (the "Notes
Offering"). The initial purchasers of the Notes Offering have a
30-day option, exercisable until August 21,
2015, to purchase up to an additional $33.75 million aggregate principal amount of
Notes solely to cover over-allotments, if any.
The Company intends to use the net proceeds from the Notes
Offering, together with the net proceeds from a concurrent
underwritten public offering of approximately $125 million, or 5,435,000 shares, of its Class A
common stock, for the repayment of a portion of the outstanding
indebtedness incurred in connection with the Company's purchase of
interests in the K2, Lost Creek and Post Rock wind projects, the
acquisition of non-controlling interests in the Gulf Wind project,
the prepayment of Gulf Wind project level indebtedness and general
corporate purposes.
The Notes were offered only to qualified institutional buyers in
reliance on Rule 144A under the Securities Act. The Notes have not
been registered under the Securities Act and may not be offered or
sold absent registration or an applicable exemption from the
registration requirements of the Securities Act. In Canada, the Notes were offered on a
prospectus-exempt basis to accredited investors (as defined under
applicable Canadian securities laws) who were also qualified
institutional buyers.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale is unlawful.
About Pattern Energy
Pattern Energy Group Inc. is an independent power company listed
on The NASDAQ Global Select Market and Toronto Stock Exchange.
Pattern Energy has a portfolio of 16 wind power projects, with a
total owned interest of 2,282 MW, including the interests in the
Gulf Wind project it has agreed to acquire, in the United States, Canada and Chile that use proven, best-in-class
technology. Pattern Energy's wind power projects generate stable
long-term cash flows in attractive markets and provide a solid
foundation for the continued growth of the business.
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements contained in this press release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of Canadian securities laws,
including statements regarding the offerings and use of proceeds
thereof. These forward-looking statements represent the Company's
expectations or beliefs concerning future events, and it is
possible that the results described in this press release will not
be achieved. These forward-looking statements are subject to risks,
uncertainties and other factors, including the use of proceeds from
the offerings, many of which are outside of the Company's control,
which could cause actual results to differ materially from the
results discussed in the forward-looking statements.
Any forward-looking statement speaks only as of the date on
which it is made, and, except as required by law, the Company does
not undertake any obligation to update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. New factors emerge from time to time,
and it is not possible for the Company to predict all such factors.
When considering these forward-looking statements, you should keep
in mind the risk factors and other cautionary statements contained
in the Company's Annual Report on Form 10-K for the year ended
December 31, 2014 and the Company's
Quarterly Report on Form 10-Q for the quarter ended March 31, 2015. The risk factors and other
factors noted in these documents could cause actual events or the
Company's actual results to differ materially from those contained
in any forward-looking statement.
FOR FURTHER INFORMATION PLEASE CONTACT:
Investor Relations
Ross Marshall
(416) 526-1563
ross.marshall@loderockadvisors.com
Media Relations
Matt
Dallas
(917) 363-1333
matt.dallas@patternenergy.com
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SOURCE Pattern Energy Group Inc.