OAKVILLE, ON, Feb. 28, 2019 /CNW/ - Algonquin Power &
Utilities Corp. ("APUC") (TSX/NYSE: AQN) today announced that it
has established an at-the-market equity program ("ATM Program")
that allows APUC to issue up to U.S.$250,000,000 (or the equivalent in Canadian
dollars) of common shares from treasury ("Common Shares") to the
public from time to time, at APUC's discretion, at the prevailing
market price when issued on the Toronto Stock Exchange (the "TSX"),
the New York Stock Exchange (the "NYSE") or on any other existing
trading market for the Common Shares in Canada or the United
States.
The ATM Program provides APUC with additional financing
flexibility should it be required in the future. The volume and
timing of distributions under the ATM Program, if any, will be
determined at APUC's sole discretion. The ATM Program will be
effective until October 19, 2020
unless terminated prior to such date by APUC or otherwise in
accordance with the terms of the equity distribution agreement
dated February 28, 2019 (the "Equity
Distribution Agreement"). APUC intends to use the net proceeds from
the ATM Program, if any, to fund acquisitions, general and
administrative expenses, working capital needs, repayment of
indebtedness and/or other general corporate purposes.
Sales of the Common Shares through the ATM Program will be made
pursuant to the terms of the Equity Distribution Agreement among
APUC and RBC Dominion Securities Inc., J.P. Morgan Securities
Canada Inc., Merrill Lynch Canada Inc., Scotia Capital Inc. and TD
Securities Inc. (collectively, the "Canadian Agents") and RBC
Capital Markets, LLC, J.P. Morgan Securities LLC, Merrill Lynch,
Pierce Fenner & Smith
Incorporated, Scotia Capital (USA)
Inc. and TD Securities (USA) LLC
(the "U.S. Agents" and, together with the Canadian Agents, the
"Agents").
Since the Common Shares will be distributed at the prevailing
market prices at the time of the sale, prices may vary among
purchasers and during the period of distribution. The ATM Program
is being established pursuant to a prospectus supplement dated
February 28, 2019 (the "Canadian
Prospectus Supplement") to APUC's Canadian base shelf prospectus
dated September 18, 2018 (the "Shelf
Prospectus") and pursuant to a prospectus supplement dated
February 28, 2019 (the "U.S.
Prospectus Supplement") to APUC's U.S. base prospectus dated
September 18, 2018 (the "U.S. Base
Prospectus") included in its U.S. registration statement on Form
F-10 (the "Registration Statement"), filed with the U.S. Securities
and Exchange Commission. The Canadian Prospectus Supplement and
Shelf Prospectus are available on SEDAR at www.sedar.com and the
U.S. Prospectus Supplement, the U.S. Base Prospectus and the
Registration Statement are available on EDGAR at www.sec.gov.
Alternatively, the Agents will arrange to send copies of the
Canadian Prospectus Supplement and the Shelf Prospectus or the U.S.
Prospectus Supplement, the U.S. Base Prospectus and the
Registration Statement, as applicable, upon request by contacting
in Canada:
RBC Dominion Securities Inc. by mail at RBC Wellington Square,
8th Floor, 180 Wellington St. W., Toronto
Ontario, M5J 0C2, attn: Distribution Centre or by email at
Distribution.RBCDS@rbccm.com.
J.P. Morgan Securities Canada Inc. by mail at 66 Wellington St
W, Suite 4500, Toronto, ON, M5K
1E7.
Merrill Lynch Canada Inc. by mail at 181 Bay Street. Suite 400,
Toronto Ontario M5J2V8, attn:
Capital Markets.
Scotia Capital Inc. by mail at Scotia Plaza, 64th Floor, 40 King
Street West, Toronto, ON M5H 3Y2,
attn: Equity Capital Markets, by email at ecm@scotiabank.com or by
telephone at 416.862.5837.
TD Securities Inc. by mail at Symcor, NPM, 1625 Tech Avenue,
Mississauga, Ontario L4W 5P5, by
email at sdcconfirms@td.com or by telephone at
289.360.2009.
or in the U.S.:
RBC Capital Markets, LLC by mail at 200 Vesey Street, 8th Floor,
New York, NY 10281-8098, attn:
Equity Syndicate, by email at equityprospectus@rbccm.com or by
telephone at 877.822.4089.
J.P. Morgan Securities LLC by mail at and c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, attn: Prospectus
Department, by email at prospectus-eq_fi@jpmchase.com or by
telephone at 1.866.803.9204.
Merrill Lynch, Pierce, Fenner & Smith Incorporated,
NC1-004-03-43, by mail at 200 North College Street, 3rd floor,
Charlotte NC 28255-0001, attn: Prospectus
Department.
Scotia Capital (USA) Inc. by
mail at 250 Vesey Street, 24th Floor, New
York, NY 10281, attn: Equity Capital Markets, by email at
us.ecm.syndicate@scotiabank.com or by telephone at
212.225.6853.
TD Securities (USA) LLC by mail
at 31 W 52nd Street, New York,
NY 10019 or by telephone at 212.827.7392.
This news release shall not in any circumstances constitute an
offer to sell or a solicitation of an offer to buy, nor shall there
be any sale of these securities in any jurisdiction in which an
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the applicable securities laws
of any jurisdiction.
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 768,000
connections in the United States,
and is committed to being a global leader in the generation of
clean energy through ownership of or investments in long-term
contracted wind, solar and hydroelectric generating facilities
representing over 2 GW of installed capacity. APUC delivers
continuing growth through an expanding pipeline of renewable
energy, electric transmission, and water infrastructure development
projects with a global focus, 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.algonquinpowerandutilities.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 "will", "intends", "expects", "anticipates"
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
the anticipated sale and distribution of Common Shares under the
ATM Program and the volume and timing of the sale and distribution
of Common Shares under the ATM Program. 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 the date hereof. 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.