Emera Inc. Announces Closing of $285 Million Over-Allotment Option Completing the Common Equity Financing Needs for the TECO ...
October 02 2015 - 8:26AM
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Emera Inc. (“Emera” or the “Company”) (TSX: EMA) announced today
that in connection with the recently completed sale (the
“Offering”) on September 28, 2015 by the Company’s direct wholly
owned subsidiary, Emera Holdings NS Company, of $1,900,000,000
aggregate principal amount of 4.00% convertible unsecured
subordinated debentures of the Company represented by instalment
receipts (the “Convertible Debentures”), the over-allotment option
(the “Over-Allotment Option”) granted to the underwriters to
purchase up to an additional $285,000,000 aggregate principal
amount of Convertible Debentures (the “Additional Convertible
Debentures”) at a purchase price per Additional Convertible
Debenture equal to the Offering Price (defined below), has been
exercised in full, generating additional gross proceeds of
$285,000,000 (assuming payment of the Final Instalment (defined
below)). The sale of the Additional Convertible Debentures today
brings the aggregate gross proceeds of the Offering, including the
Over-Allotment Option, to $2,185,000,000 (assuming payment of the
Final Instalment).
“The exercise in full of this $285,000,000 over-allotment
option, in combination with the $1.9 billion offering that closed
earlier this week, fully addresses Emera’s common equity financing
needs for the acquisition of TECO Energy”, said Scott Balfour,
Executive Vice President and CFO of Emera Inc. “Emera is pleased
with the confidence and strong support the market has shown for
this important financing.”
The Additional Convertible Debentures were sold on an instalment
basis at a price of $1,000 per Convertible Debenture (the “Offering
Price”), of which $333 was paid on closing of the sale and the
remaining $667 (the “Final Instalment”) is payable on a date
(“Final Instalment Date”) to be fixed following satisfaction of all
conditions precedent to the closing of the Company’s recently
announced acquisition of TECO Energy, Inc. (NYSE:TE) (“TECO
Energy”). Prior to the Final Instalment Date, the Convertible
Debentures sold in connection with the Offering and the Additional
Convertible Debentures will be represented by instalment receipts
and will be listed and posted for trading on the Toronto Stock
Exchange under the symbol “EMA.IR”.
The Offering, including the Over-Allotment Option, was
underwritten by a syndicate of underwriters co-led by Scotiabank,
RBC Capital Markets, and JP Morgan, and including CIBC, TD
Securities Inc., BMO Capital Markets, National Bank Financial Inc.,
Barclays Capital Canada Inc. and Credit Suisse Securities (Canada)
Inc.
Forward Looking Information
This news release contains forward-looking information within
the meaning of applicable securities laws with respect to, among
other things, the completion of the acquisition of TECO Energy; the
listing of securities on the Toronto Stock Exchange; and the timing
of the Final Instalment. Important factors that could cause actual
results, performance and results to differ materially from those
indicated by any such forward-looking statements include risks and
uncertainties relating to the following: (i) the risk that TECO
Energy may be unable to obtain shareholder approval for the
proposed acquisition or that Emera or TECO Energy may be unable to
obtain governmental and regulatory approvals required for the
proposed acquisition, or required governmental and regulatory
approvals may delay the proposed acquisition; (ii) the risk that
other conditions to the closing of the proposed acquisition may not
be satisfied; and (iii) the timing to consummate the acquisition.
There can be no assurance that the proposed acquisition will be
completed, or if it is completed, that it will close within the
anticipated time period. These factors should be considered
carefully and undue reliance should not be placed on the
forward-looking statements. By its nature, forward-looking
information requires Emera to make assumptions and is subject to
inherent risks and uncertainties. These statements reflect Emera
management’s current beliefs and are based on information currently
available to Emera management. There is risk that predictions,
forecasts, conclusions and projections that constitute
forward-looking information will not prove to be accurate, that
Emera’s assumptions may not be correct and that actual results may
differ materially from such forward-looking information. Additional
detailed information about these assumptions, risks and
uncertainties is included in Emera’s securities regulatory filings,
including under the heading “Business Risks and Risk Management” in
Emera’s annual Management Discussion and Analysis, and under the
heading “Principal Risks and Uncertainties” in the notes to Emera’s
annual and interim financial statements which can be found on SEDAR
at www.sedar.com. Except as required by law, Emera disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
About Emera
Emera Inc. is geographically diverse energy and services company
headquartered in Halifax, Nova Scotia with approximately $10
billion in assets and 2014 revenues of $2.97 billion. The company
invests in electricity generation, transmission and distribution,
as well as gas transmission and utility energy services. Emera’s
strategy is focused on the transformation of the electricity
industry to cleaner generation and the delivery of that clean
energy to market. Emera has investments throughout northeastern
North America, and in four Caribbean countries. Emera continues to
target having 75-85% of its adjusted earnings come from
rate-regulated businesses. Emera common and preferred shares are
listed on the Toronto Stock Exchange and trade respectively under
the symbol EMA, EMA.PR.A, EMA.PR.B, EMA.PR.C, EMA.PR.E, and
EMA.PR.F, and the instalment receipts are listed and trade under
the symbol EMA.IR. Additional Information can be accessed at
www.emera.com or at www.sedar.com.
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version on businesswire.com: http://www.businesswire.com/news/home/20151002005345/en/
Emera Inc.Investor Relations:Scott LaFleur,
902-428-6375Scott.lafleur@emera.comorMedia:Neera Ritcey,
902-223-2272neera.ritcey@emera.com
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