Emera Inc. (TSX:EMA) announced today that it has completed the
acquisition, on a private placement basis, of 8,708,170 subscription
receipts (the “Subscription Receipts”) of Algonquin Power & Utilities
Corp. (TSX:AQN) (“Algonquin”), at a purchase price of $8.90 per
Subscription Receipt, for an aggregate subscription price of $77,502,713.
The investment is made under the Strategic Investment Agreement between
Emera and Algonquin, and is in support of the previously announced
acquisition by Algonquin of the Odell Wind Farm project in Minnesota
(the “Odell Acquisition”). The proceeds of the subscription are intended
to be used by Algonquin to partially finance the Odell Acquisition and
the completion of the Odell Wind Farm project. The Subscription Receipts
are convertible into common shares of Algonquin on a one-for-one basis
following completion of the Odell Acquisition, subject to Emera having
received all necessary regulatory approvals for acquiring additional
common shares of Algonquin, which include the request for approval in
connection with Emera’s ownership interest in Algonquin currently before
the Maine Public Utilities Commission. Conversion of the Subscription
Receipts into common shares would also be conditional on Emera’s
holdings not exceeding 25% of the outstanding common shares of Algonquin
at the time of conversion.
The 8,708,170 common shares issuable on conversion of the Subscription
Receipts represent approximately 3.8% of Algonquin’s currently issued
and outstanding common shares (or approximately 3.7% of Algonquin’s
issued and outstanding common shares after giving effect to the
conversion of the Subscription Receipts).
In addition to holding the Subscription Receipts, Emera owns 50,126,766
common shares of Algonquin, representing approximately 22.0% of
Algonquin’s currently issued and outstanding common shares. In the event
that all of the 8,708,170 common shares issuable pursuant to the
Subscription Receipts are issued, the common shares so issued, together
with the 50,126,766 common shares currently held by Emera, would
represent approximately 24.9% of Algonquin’s issued and outstanding
common shares.
The Subscription Receipts have been acquired for investment purposes
only, and Emera has no intention of acquiring control of Algonquin.
Depending upon relevant economic, market or business conditions
prevailing from time to time, Emera may determine to acquire or to
dispose of common shares of Algonquin in TSX traded or privately
negotiated transactions or otherwise. Under certain agreements
previously entered into with Algonquin, including the Strategic
Investment Agreement, Emera has agreed to certain restrictions on the
voting and transfer of common shares held by Emera, and the acquisition
of additional securities of Algonquin.
Forward Looking Information
This news release contains forward-looking information with respect to
Emera. By its nature, forward-looking information requires Emera to make
assumptions and is subject to inherent risks and uncertainties. There is
significant 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. Detailed information about these assumptions, risks and
uncertainties is included in Emera’s securities regulatory filings,
which can be found on SEDAR at www.sedar.com.
About Emera
Emera Inc. is a geographically diverse energy and services company
headquartered in Halifax, Nova Scotia with $9.07 billion in assets and
2013 revenues of $2.2 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.
Approximately 80% of the company's reported net income in 2013 came from
regulated investments. Emera common and preferred shares are listed on
the Toronto Stock Exchange and trade respectively under the symbol EMA,
EMA.PR.A, EMA.PR.C, EMA.PR.E, and EMA.PR.F. Additional Information can
be accessed at www.emera.com
or at www.sedar.com.
![](http://cts.businesswire.com/ct/CT?id=bwnews&sty=20141007006761r1&sid=ntxv4&distro=nx&lang=en)
Copyright Business Wire 2014