This news release constitutes a "designated news release" for
the purposes of the Company's prospectus supplement dated
February 28, 2019 to its short form
base shelf prospectus dated September 18,
2018.
OAKVILLE, ON, May 16, 2019 /PRNewswire/ - Algonquin Power
& Utilities Corp. (TSX/NYSE: AQN) ("APUC" or the "Company")
today announced that it has priced an underwritten public offering
of US$350 million aggregate principal
amount of 6.20% fixed-to-floating subordinated notes, Series 2019-A
due July 1, 2079 (the
"Notes"). The sale of the Notes is expected to close on or
about May 23, 2019, subject to
customary closing conditions.
APUC intends to use the net proceeds of the offering to repay
existing indebtedness under the Company's term credit facility and
the Liberty Utilities Group revolving credit facility, to partially
finance the Company's previously-announced acquisition of Enbridge
Gas New Brunswick Limited Partnership, and for general corporate
purposes. APUC has applied for listing of the Notes on the New York
Stock Exchange. Concurrent with the Offering, APUC entered into a
cross currency swap to convert the U.S. dollar denominated proceeds
from the offering into Canadian dollars, resulting in an effective
interest rate to the Company throughout the fixed-rate period of
the Notes of approximately 5.96%.
The joint book-running managers for the offering are BofA
Merrill Lynch, J.P. Morgan, RBC Capital Markets, and Wells Fargo
Securities (collectively, the "Underwriters").
The offering is being made to the public only by means of a
short form base shelf prospectus and related prospectus supplement,
which are part of an effective registration statement filed with
the U.S. Securities and Exchange Commission ("SEC"). The terms of
the Notes will be set forth in a final prospectus supplement to be
filed by APUC under APUC's issuer profile on SEDAR at
www.sedar.com and with the SEC at www.sec.gov. The short form
base shelf prospectus and the related prospectus supplement will
contain important information about the Notes. Investors should
read the short form base shelf prospectus and the related
prospectus supplement before making an investment decision. Copies
of the short form base shelf prospectus and the related prospectus
supplement may be obtained for free by visiting www.sedar.com or
EDGAR on the SEC's website at www.sec.gov. Alternatively, APUC, any
underwriter or any dealer participating in the offering will
arrange to send you the short form base prospectus and the related
prospectus supplement if you request it by calling BofA Securities,
Inc. toll‐free at 1‐800‐294‐1322; J.P. Morgan Securities LLC
at 1‐212‐834‐4533; RBC Capital Markets, LLC toll-free at
1-866-375-6829; or Wells Fargo Securities, LLC toll‐free at
1‐800‐645‐3751.
The Notes are not being qualified for distribution to purchasers
in Canada, or to residents of
Canada, under the securities laws
of the Province of Ontario or any
other province or territory of Canada. The Notes may not be, directly or
indirectly, offered, sold or delivered in Canada or to residents of Canada except pursuant to an exemption from
the prospectus requirements of Canadian securities laws. This news
release shall not constitute an offer to sell or the solicitation
of an offer to buy the securities described in this news release,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
All dollar amounts referenced herein are in U.S. dollars unless
otherwise noted.
About Algonquin Power & Utilities Corp.
APUC is a diversified generation, transmission and distribution
utility with approximately $9.7
billion of total assets. Through its two business groups,
APUC provides rate-regulated natural gas, water, and electricity
generation, transmission and distribution utility services to
approximately 770,000 connections in the
United States, and is committed to being a global leader in
the generation of clean energy through ownership of or investments
in long-term contracted wind, solar and hydroelectric generating
facilities representing over 2 GW of installed capacity. APUC
delivers continuing growth through an expanding pipeline of
renewable energy, electric transmission, and water infrastructure
development projects with a global focus, organic growth within its
rate-regulated generation, distribution and transmission
businesses, and the pursuit of accretive acquisitions. APUC'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. APUC's common shares and Series 2018-A
subordinated notes are also listed on the New York Stock Exchange
under the symbols AQN and AQNA.
Caution Regarding Forward-Looking Information
Certain statements included in this news release constitute
''forward-looking information'' within the meaning of applicable
securities laws in each of the provinces 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", "expects", "intends" 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
contained in this news release include, but are not limited
to: statements regarding the closing of the offering; the
listing of the Notes; and the expected use of the net proceeds
from the offering. 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. APUC 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 include
those set out in APUC's most recent annual and interim management's
discussion and analysis, most recent annual information form and
prospectus and prospectus supplement relating to the offering.
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, APUC 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.