OAKVILLE, ON, Feb. 26, 2019 /CNW/ - Algonquin Power &
Utilities Corp. (TSX: AQN, AQN.PR.D) (NYSE: AQN) ("APUC" or the
"Company") announced today that it does not intend to exercise its
right to redeem all or part of the currently outstanding 4,000,000
Cumulative Rate Reset Preferred Shares, Series D (the "Series D
Preferred Shares") on April 1, 2019.
As a result, subject to certain conditions, the holders of the
Series D Preferred Shares have the right to convert all or part of
their Series D Preferred Shares, on a one-for-one basis, into
Cumulative Floating Rate Preferred Shares, Series E (the "Series E
Preferred Shares") on April 1, 2019
(the "Conversion Date") in accordance with the terms and conditions
of the Series D Preferred Shares described in the prospectus
supplement of the Company dated February 25,
2014 to a short form base shelf prospectus of the Company
dated February 18, 2014.
Holders of Series D Preferred Shares who do not exercise their
right to convert their Series D Preferred Shares into Series E
Preferred Shares on the Conversion Date will retain their Series D
Preferred Shares.
The dividend rate applicable to the Series D Preferred Shares
for the 5-year period from and including March 31, 2019 to but excluding March 31, 2024, and the dividend rate applicable
to the Series E Preferred Shares for the 3-month period from and
including March 31, 2019 to but
excluding June 30, 2019, will be
determined and announced by the Company by way of a news release on
March 1, 2019.
Beneficial owners of Series D Preferred Shares who wish to
exercise their conversion right during the conversion period, which
runs from March 1, 2019 until
March 15, 2019 at 5:00 p.m. (EST), should communicate as soon as
possible with their broker or other nominee for more information.
It is recommended that this be done well in advance of the deadline
in order to provide the broker or other nominee time to complete
the necessary steps. Any notices received after this deadline will
not be valid.
The foregoing conversion rights are subject to the following
conditions:
- if APUC determines that there would remain outstanding on
the Conversion Date fewer than 1,000,000 Series E Preferred Shares,
after having taken into account all Series D Preferred Shares
tendered for conversion into Series E Preferred Shares, then
holders of Series D Preferred Shares will not be entitled to
convert their Series D Preferred Shares into Series E Preferred
Shares, and
- alternatively, if APUC determines that there would remain
outstanding on the Conversion Date fewer than 1,000,000 Series D
Preferred Shares, after having taken into account all Series D
Preferred Shares tendered for conversion into Series E Preferred
Shares, then all remaining Series D Preferred Shares will
automatically be converted into Series E Preferred Shares without
the consent of the holders of Series D Preferred Shares, on a
one-for-one basis, on the Conversion Date.
In either case, APUC will give written notice to that effect to
the registered holder of Series D Preferred Shares no later than
March 22, 2019.
All dollar amounts referenced herein are in U.S. dollars unless
otherwise noted.
About Algonquin Power & Utilities Corp.
APUC is a diversified generation, transmission and distribution
utility with approximately $9 billion
of total assets. Through its two business groups, APUC provides
rate regulated natural gas, water, and electricity generation,
transmission, and distribution utility services to over 766,000
connections in the United States,
and is committed to being a global leader in the generation of
clean energy through its ownership of, or interest in, long term
contracted wind, solar and hydroelectric generating facilities
representing approximately 1.7 GW of installed capacity. With a
team of over 2,300 talented employees, APUC delivers continuing
growth through an expanding pipeline of renewable energy
development projects, organic growth within its rate regulated
generation, distribution and transmission businesses, and the
pursuit of accretive acquisitions. APUC'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. APUC's common shares and Series A subordinated notes are
also listed on the New York Stock Exchange under the symbols AQN
and AQNA.
Visit APUC at www.algonquinpower.com and follow us on
Twitter @AQN_Utilities.
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 "expected", "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
contained in this news release include, but are not limited to, the
intention to not redeem the Series D Preferred Shares. 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
expected future developments. Since forward-looking statements
relate to future events and conditions, by their very nature they
require making assumptions and involve inherent risks and
uncertainties. APUC cautions that although it is believed that the
assumptions are reasonable in the circumstances, these risks and
uncertainties give rise to the possibility that actual results may
differ materially from the expectations set out in the
forward-looking statements. Material risk factors include those set
out in APUC's most recent annual and interim management's
discussion and analysis and most recent annual information form.
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, APUC 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.