This news release constitutes a "designated news release" for
the purposes of the Company's prospectus supplement dated
May 15, 2020 to its short form base
shelf prospectus dated April 3,
2020.
OAKVILLE, ON, June 16, 2021 /PRNewswire/ - Algonquin Power
& Utilities Corp. ("AQN" or the "Company") (TSX: AQN) (NYSE:
AQN) today announced that it plans to conduct an underwritten
marketed public offering of equity units (the "Equity Units") in an
expected aggregate stated amount of $900
million (the "Offering"), subject to market conditions and
other factors.
In connection with the Offering, the Company expects to grant
the underwriters an option to purchase, upon the same terms as the
Offering, up to an additional 15% of the Equity Units issued in the
Offering, for a period of 13 days following pricing of the
Offering.
The Company expects to use the net proceeds of the Offering to
finance or refinance investments in renewable energy generation
projects or facilities or other clean energy technologies in
accordance with the Company's Green Financing Framework. This
would be the fourth "green" offering by the Company or its
subsidiaries and aligns with AQN's commitment to advancing a
sustainable energy and water future.
Each Equity Unit will be issued in a stated amount of
$50 and will initially consist of a
contract to purchase common shares in the capital of the Company
("Common Shares") and a 1/20, or 5%, undivided beneficial ownership
interest in $1,000 principal amount
of the Company's remarketable senior notes expected to be due
June 15, 2026. Pursuant to the
purchase contracts, holders will be required to purchase Common
Shares on June 15, 2024. The Company
intends to list the Equity Units (that are in the form of
"corporate units") on the New York Stock Exchange and expects
trading to commence within 30 days of the date of initial issuance
(subject to listing approval).
J.P. Morgan, Wells Fargo Securities, BMO Capital Markets and
Morgan Stanley are acting as active book-running managers
and representatives of the underwriters for the Offering.
The Offering is expected to be made to the public in each of the
provinces of Canada and in
the United States by means of a
short form base shelf prospectus and related prospectus supplement
to be filed with applicable Canadian securities regulatory
authorities and which will form part of the Company's effective
shelf registration statement filed with the Securities and Exchange
Commission (the "SEC"). The short form base shelf prospectus and
the related prospectus supplement will contain important
information about the Equity Units. Investors should read the short
form base shelf prospectus and the related prospectus supplement
before making an investment decision.
A preliminary prospectus supplement related to the Offering has
been filed with the SEC and applicable Canadian securities
regulatory authorities and is available on the SEC's website at
http://www.sec.gov and on SEDAR at www.sedar.com. Copies of the
Company's base shelf prospectus and the preliminary prospectus
supplement relating to the Offering may be obtained from J.P.
Morgan Securities LLC at Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewater, NY
11717, Phone: 866-803-9204 or by email at
prospectus-eq_fi@jpmorgan.com; Wells Fargo Securities, 500
West 33rd Street, New York, NY
10001, Phone: 800-326-5897 or by email at
cmclientsupport@wellsfargo.com; BMO Capital Markets Corp., 3 Times
Square, 25th Floor, New York, NY
10036, Phone: 800-414-3627 or by email at bmoprospectus@bmo.com;
and Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor,
New York, NY 10014, Phone:
866-718-1649 or by email at prospectus@morganstanley.com.
This news release does not constitute an offer to sell or the
solicitation of any offer to buy, nor will there be any sale of
these securities, in any province, state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
province, state or jurisdiction.
About Algonquin Power & Utilities Corp. and
Liberty
Algonquin Power & Utilities Corp., parent company of
Liberty, is a diversified international generation, transmission,
and distribution utility with approximately $15 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 electric generation, transmission, and
distribution utility investments to over one million customer
connections, largely in the United
States and Canada. AQN is a
global leader in renewable energy through its portfolio of
long-term contracted wind, solar, and hydroelectric generating
facilities. AQN owns, operates, and/or has net interests in over 3
GW of installed renewable generation capacity.
AQN is committed to delivering growth and the pursuit of
operational excellence in a sustainable manner through an expanding
global pipeline of renewable energy and electric transmission
development projects, organic growth within its rate-regulated
generation, distribution, and transmission businesses, and the
pursuit of accretive acquisitions.
AQN'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, respectively. AQN's common
shares, Series 2018-A subordinated notes and Series 2019-A
subordinated notes are listed on the New York Stock Exchange under
the symbols AQN, AQNA and AQNB, respectively.
Visit AQN at www.algonquinpowerandutilities.com and follow us on
Twitter @AQN_Utilities.
All amounts are shown in United
States dollars ("U.S. $" or "$"), unless otherwise
noted.
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", "may", "plans",
"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 news release include, but are
not limited to, statements regarding: the expected timing,
conditions and terms of the Offering; the expected size of the
Offering; the expected use of proceeds of the Offering; the
expected terms of the Equity Units and the underlying securities;
and the expected listing of the Equity Units. Since forward-looking
statements relate to future events and conditions, by their very
nature they rely upon assumptions and involve inherent risks and
uncertainties. The forward-looking statements herein are based on
assumptions that were applied in drawing a conclusion or making a
forecast or projection, including the assumptions set out under the
heading "Forward-Looking Statements and Forward-Looking
Information" in AQN's Management Discussion and Analysis for the
three months ended March 31, 2021
(the "Interim MD&A"), AQN's Management Discussion and Analysis
for the three and twelve months ended December 31, 2020 (the "Annual MD&A"), and
AQN's Annual Information Form for the year ended December 31, 2020, each filed with securities
regulatory authorities in Canada
and the United States. 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, AQN 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.
