Emera Incorporated Announces the Closing of the Offering of US$1.2 Billion 6.75% Fixed-to-Floating
Subordinated Notes, Cdn$500 Million 2.90% Senior Notes and US$3.25 Billion Aggregate Principal Amount of Multiple Series of Senior
Notes
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Emera Incorporated announces the closing of the offering of US$1.2 billion 6.75% Fixed-to-Floating
Subordinated Notes, Cdn$500 million 2.90% Senior Notes and US$3.25 billion aggregate principal amount of multiple series of Senior
Notes as part of the funding for the acquisition of TECO Energy, Inc.
Emera Incorporated (“Emera” or the “Company”) (TSX:EMA) announced today that it has completed the sale of US$1,200,000,000
aggregate principal amount of 6.75% Fixed-to-Floating Subordinated Notes – Series 2016-A due June 2076 (the “Hybrid Notes”). J.P.
Morgan Securities LLC acted as sole book runner and structuring agent in connection with the Hybrid Notes offering and Barclays
Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Scotia Capital (USA) Inc. and Wells Fargo Securities, LLC
acted as co-managing underwriters.
In addition, Emera announced today that it has completed the sale of Cdn$500,000,000 aggregate principal amount of 2.90% Senior
Notes Series 2016-1 due June 16, 2023 (the “Canadian Notes”) on a private placement basis. Scotia Capital Inc. and J.P. Morgan
Securities Canada Inc. acted as joint book running managers in connection with the Canadian Notes offering, and CIBC World Markets
Inc., RBC Dominion Securities Inc., TD Securities Inc., BMO Nesbitt Burns Inc. and National Bank Financial Inc. acted as
co-managing agents.
Emera also announced today that Emera US Finance LP (the “U.S. Notes Issuer”), a limited partnership wholly-owned directly and
indirectly by Emera, has completed the sale of US$3,250,000,000 aggregate principal amount of multiple series of senior, unsecured
notes (the “U.S. Notes”), fully and unconditionally guaranteed by Emera US Holdings Inc., a wholly-owned subsidiary of Emera, and
Emera. J.P Morgan Securities LLC and Scotia Capital (USA) Inc. acted as joint book running managers in connection with the U.S.
Notes offering. Barclays Capital Inc., BMO Capital Markets Corp., CIBC World Markets Corp. Merrill Lynch, Pierce, Fenner &
Smith Incorporated, RBC Capital Markets, LLC, TD Securities (USA) LLC and Wells Fargo Securities, LLC acted as co-managers.
The offerings of the Hybrid Notes, Canadian Notes and U.S. Notes, which together amount to gross proceeds of approximately
Cdn$6.2 billion, are part of the financing of the previously announced acquisition of TECO Energy, Inc. (“TECO Energy”) by Emera
(the “Acquisition”).
“This completes the financing for the TECO Energy acquisition,” said Chris Huskilson, President and CEO of Emera. “We look
forward to working through the remaining steps in the New Mexico regulatory process and continue to expect to close the transaction
in mid-2016.”
Use of Proceeds
Upon the closing of the Acquisition, Emera intends to use the net proceeds from the offering of the Hybrid Notes, Canadian Notes
and U.S. Notes to finance, directly or indirectly, part of the purchase price payable for the Acquisition (including
acquisition-related expenses). If certain of the net proceeds from the offering of the Hybrid Notes, Canadian Notes and/or U.S.
Notes are not otherwise required to complete the Acquisition, Emera intends to use such net proceeds for general corporate
purposes.
If (i) the Acquisition is not consummated on or prior to the later of December 31, 2016 and the date that is no later than June
30, 2017 if the closing of the Acquisition has been extended by Emera or TECO Energy in accordance with the terms of the agreement
and plan of merger relating to the Acquisition (the “Acquisition Agreement”) (as such date may be extended, the “special mandatory
redemption triggering date”) or (ii) the Acquisition Agreement is terminated at any time prior to the special mandatory redemption
triggering date, then Emera will be required to redeem the Hybrid Notes and the portion of the Canadian Notes that is in excess of
Cdn$300 million aggregate principal amount on a pro rata basis, and the U.S. Notes Issuer will be required to redeem the U.S.
Notes.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable securities laws with respect to, among
other things, the Acquisition and the intended use of the net proceeds from the sale of the Hybrid Notes, the Canadian Notes and
U.S. Notes. By its nature, forward-looking information requires Emera to make assumptions and is subject to inherent risks and
uncertainties. These statements reflect the current beliefs of the management teams of Emera and are based on information currently
available to Emera. There is a risk that predictions, forecasts, conclusions and projections that constitute forward-looking
information will not prove to be accurate, that the assumptions of Emera 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
with respect to Emera is included in Emera's securities regulatory filings, including under the heading "Business Risks and Risk
Management" in Emera's annual Management's Discussion and Analysis, and under the heading "Principal Risks and Uncertainties" in
the notes to Emera's annual and interim financial statements. The securities regulatory filings of Emera 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 is a geographically diverse energy and services company headquartered in Halifax, Nova Scotia with approximately Cdn$11.5
billion in assets and 2015 revenues of Cdn$2.79 billion. Emera 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’s 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 instalment receipts are listed and trade under the symbol EMA.IR.
Depositary receipts representing common shares of Emera are listed on the Barbados Stock Exchange under the symbol EMABDR.
Additional Information can be accessed at www.sedar.com.
Emera Inc.
Investor Relations:
Scott LaFleur, 902-428-6375
Scott.lafleur@emera.com
or
Media:
Neera Ritcey, 902-223-2272
neera.ritcey@emera.com
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