OAKVILLE, ON, January 12, 2022 /PRNewswire/ – Algonquin Power & Utilities Corp. (“AQN” or the “Company”) (TSX: AQN) (NYSE: AQN) announced today that it has priced the previously announced underwritten public offering (i) in United States (the “United States Offering”) of $750 million 4.75% aggregate principal amount of Series 2022-B Fixed-to-Fixed Reset Rate Senior Subordinated Notes maturing January 18, 2082 (the “US Securities”); and (ii) guaranteed public offer in Canada (the “Canadian Offering” and, together with the U.S. Offering, the “Investments”) of 400 million Canadian dollars (about $320 million) 5.25% aggregate principal amount of Series 2022-A Fixed to Fixed Rate Senior Subordinated Notes due January 18, 2082 (the “Canadian Notes” and, together with the United States Notes, the “Notes”). Concurrent with pricing the investments, the Company entered into a cross-currency interest rate swap, coinciding with the Canadian Notes, to convert the Canadian dollar-denominated proceeds of the Canadian investment into U.S. dollars, resulting in an effective interest rate for the Company of approximately 5.08% during the initial fixed rate term of the Canadian Notes. Bids are expected to close on or about January 18, 2022, subject to customary closing conditions.
AQN intends to use the net proceeds of the Placements to partially fund the Company’s previously announced acquisition of Kentucky Power Company and AEP Kentucky Transmission Company, Inc. (the “Kentucky Power Acquisition”), provided that in the short term, prior to the closing of the Kentucky Power Acquisition, the Company expects to use the net proceeds of the offerings to reduce amounts outstanding under the Company’s and its subsidiaries’ existing credit facilities.
The U.S. offer is being made to the public in United States pursuant to a prospectus supplement filed under the Company’s base shelf prospectus dated November 18, 2021 (the “Base Shelf Prospectus”), which will form part of the Company’s effective registration statement filed with the United States Securities and Exchange Commission (“SEC”). The Canadian offering is offered to the public in each of the provinces and territories of Canada pursuant to a prospectus supplement filed under the base shelf prospectus.
The joint bookrunners of the Offering in the United States are BofA Securities and Wells Fargo Securities, and the principal underwriters of the Offering in Canada are RBC Capital Markets and TD Securities. The terms of the US Notes will be set forth in a final prospectus supplement that will be filed by AQN under AQN’s issuer profile on SEDAR at www.sedar.com and with the SEC at www.sec.gov and the terms of the Canadian Notes will be set forth in a definitive prospectus supplement that will be filed by AQN under AQN’s issuer profile on SEDAR at www.sedar.com. The base shelf prospectus and related prospectus supplements will contain important information about the US Notes and the Canadian Notes, respectively. Investors are urged to read the base shelf prospectus and the applicable prospectus supplement before making an investment decision. Copies of the base shelf prospectus and the US Notes prospectus supplement may be obtained free of charge by visiting www.sedar.com or EDGAR on the SEC’s website at www.sec.gov and copies of the prospectus Basic Screening and Prospectus Supplement for Canadian Notes may be obtained free of charge by visiting www.sedar.com. Alternatively, AQN, any underwriter or dealer participating (i) in the Offer in the United States will arrange to send you the Base Shelf Prospectus and the prospectus supplement relating to the US Notes if you request them in calling BofA Securities, Inc. toll-free at 1-800-294-1322; or Wells Fargo Securities, LLC toll free at 1-800-645-3751 and (ii) in connection with the Canadian Offering will arrange to send you the base shelf prospectus and the prospectus supplement relating to the Canadian Notes if you apply by calling RBC Capital Markets at 416-842-6311; or TD Securities at 416-982-5676.
US Notes may not be distributed to purchasers in Canada, or residents of Canada, under the securities laws of any province or territory of Canada. US Bonds may not be, directly or indirectly, offered, sold or delivered in Canada or the inhabitants of Canada.
The Canadian Notes 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 in United States or to U.S. persons without applicable registration or exemption, or in connection with a transaction not subject to the registration requirements of the United States Securities Act of 1933 and applicable securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities described in this press release, and there will be no sale of such securities in any state or jurisdiction in which a such 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 US dollars, unless otherwise specified.
About Algonquin Power & Utilities Corp.
Algonquin Power & Utilities Corp., parent company of Liberty, is a diversified international utility generation, transmission and distribution utility with over $16 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 investments in electric power generation, transmission and distribution utilities. to more than one million customer connections, mainly in United States and Canada. AQN is a global leader in renewable energy with its portfolio of wind, solar and hydroelectric generation facilities under long-term contract. AQN owns, operates and/or has a net interest in over 4 GW of installed renewable energy capacity.
AQN is committed to generating growth and pursuing operational excellence in a sustainable manner through an expanding global pipeline of renewable energy and power transmission development projects, organic growth within its businesses generation, distribution and transmission at regulated rates, and the pursuit of accretive acquisition activities.
The common shares, Series A Preferred Shares and Series D Preferred Shares of AQN are listed on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A and AQN.PR.D, respectively. The common stock, Series 2018-A Subordinated Notes, Series 2019-A Subordinated Notes and Units of AQN trade on the New York Stock Exchange under the symbols AQN, AQNA, AQNB and AQNU, respectively.
Caution Regarding Forward-Looking Information
Certain statements included in this press 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 United States Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”). , “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 in this press release include, but are not limited to, statements regarding the closing of the offers and the intended use of proceeds from the offers. 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 future expectations. Because forward-looking statements relate to future events and conditions, by their very nature they are based on assumptions and involve inherent risks and uncertainties. AQN cautions that while the assumptions are believed to be reasonable under the circumstances, these risks and uncertainties give rise to the possibility that actual results could differ materially from the expectations set forth in the forward-looking statements. Material risk factors and assumptions include those set forth in AQN’s MD&A and Annual Information Form for the year ended December 31, 2020 and AQN’s management report for the three-month and nine-month periods ended September 30, 2021, each of which is available on SEDAR and EDGAR, and those set forth in the prospectus supplements relating to the Offerings. In view of these risks, undue reliance should not be placed on these forward-looking statements, which speak only as of their dates. Except as specifically required by law, AQN undertakes no obligation to update forward-looking statements to reflect new information, whether subsequent or not.
SOURCEAlgonquin Power & Utilities Corp.