https://finance.yahoo.com/news/innergex-reports-third-quarter-2017-173000011.html;_ylc=X1MDMTE5Nzc4NDE4NQRfZXgDMQRfeXJpZAM2NjM3dXQ1ZDA5NXI3BGcDZFhWcFpEeHVjejVoTldVMFpUY3pZUzFrT1RBMUxUTTFaR0V0T1RSalppMWtOVGcwWkdZMVltTXhPV04xZFdsa1BHNXpQa2xPUlM1VQ0KVHc9PQ0KBGxhbmcDZW4tVVMEb3JpZ19sYW5nA2VuBG9yaWdfcmVnaW9uA0NBBHBvcwMwBHJlZ2lvbgNVUwRzeW1ib2wDSU5FLlRP?.tsrc=
The arrangement sounds like we
get $8.25 a share no matter what the share price is currently? Thoughts?
Arrangement Agreement to Acquire Alterra Power Corp.
On October 30, 2017 , the Corporation and Alterra Power Corp. ("Alterra") announced
that they have entered into an arrangement agreement (the "Arrangement Agreement")
pursuant to which Innergex will acquire at a price of $8.25 per share all of the issued and outstanding common shares of Alterra ("Alterra Common Shares") for an aggregate consideration of $1.1 billion , including the assumption of Alterra's debt (the "Transaction"). The Transaction is subject to approval by Alterra's shareholders and other customary closing conditions. The Transaction is not subject to approval by
Innergex shareholders.
Pursuant to the Transaction,
Alterra shareholders will receive
an aggregate consideration which
will consist of approximately 25%
in cash and 75% in common
shares of Innergex ("Innergex
Common Shares").
The Innergex Common Shares
issuable to Alterra shareholders
in connection with the Transaction
represent a pro forma ownership
pf approximately 19% of the
combined company.
Innergex has entered into a
support and voting agreement
with Mr. Ross Beaty ,
Executive Chairman of Alterra,
and certain related entities who
have control over approximately 31% of Alterra's issued and outstanding common shares. Pursuant to the support and voting agreement, Mr. Beaty, together with these related entities, have agreed to: (i) vote all of their Alterra Common Shares in favour of the Transaction at the Special Meeting (ii) a 12-month holding period with respect to the Innergex Common Shares to be received by them as a result of the
Transaction; and (iii) elect to
receive Innergex Common
Shares for the entirety of the
Alterra Common Shares held
by them.
Alterra will complement
Innergex's current operating,
under construction and
prospective projects, resulting in
increased geographic and
technological diversification
through meaningful presence in
the United States and Icelandic
power markets as well as the
addition of geothermal power
generation to Innergex's
production mix. The Corporation
believes that the transaction
significantly accelerates
Innergex's growth profile.
The transaction is expected to
be accretive to Innergex's
distributable cash flow per
share upon completion of
Alterra's projects currently
under construction and some of
the advanced-stage prospective
projects.
Innergex has structured the
financing of the cash portion of
the Transaction in order to
maintain a strong and flexible
balance sheet that provides for
ample liquidity to fully fund
Innergex's development portfolio
pro forma the Transaction. To
that end, the Caisse de dpt
et placement du Qubec will
provide the Corporation with a
5-year $150 million subordinated
unsecured term loan at a
competitive interest rate to be
fixed at closing. The Corporation
also obtained commitments
from two leading Canadian
banks to backstop its existing
credit facilities, to implement the
Transaction and to upsize its
revolving credit facility to an
aggregate amount of up to
$700 million .