Capital Power Corporation (“Capital Power” or the “Company”)
(TSX:CPX) announced today that it is considering an offering of
hybrid subordinated debt securities (the “Notes”) in Canada under
its short form base shelf prospectus dated June 10, 2022.
If a successful offering is priced and
completed, the Company intends to allocate an amount equal to the
net proceeds from the sale of the Notes to repay certain amounts
drawn on the Company’s credit facilities (which include amounts
drawn for the acquisition of a 50% interest in New Harquahala
Generating Company, LLC, and a 100% interest in CXA La Paloma, LLC,
and related expenses, development purposes and in respect of
ongoing operations), to potentially redeem all of the Company’s
outstanding Cumulative Minimum Rate Reset Preferred Shares, Series
11 (TSX: CPX.PR.K) (the “Preferred Shares”), and for general
corporate purposes.
There is no certainty that Capital Power will
ultimately complete the offering being considered, or as to the
timing or terms on which such an offering might be completed. This
press release does not constitute a notice of redemption of the
Preferred Shares and there is no certainty that the Company will
redeem the Preferred Shares.
A preliminary prospectus supplement to the
Company’s short form base shelf prospectus dated June 10, 2022 in
respect of the potential offering of Notes has been filed with the
securities regulatory authorities in each of the provinces and
territories of Canada. Any potential offering, if and when
launched, would only be made pursuant to a final prospectus
supplement to the short form base shelf prospectus of the Company
dated June 10, 2022. The short form base shelf prospectus and
preliminary prospectus supplement contain important detailed
information about the Notes. Copies of these documents are
available electronically on the System for Electronic Document
Analysis and Retrieval + at www.sedarplus.ca. Investors should
read the short form base shelf prospectus and preliminary
prospectus supplement, or any final prospectus supplement, before
making an investment decision.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy the Notes in any
jurisdiction. The Notes have not been approved or disapproved by
any regulatory authority. The Notes have not been and will not be
registered under the United States Securities Act of 1933, as
amended, or any state securities law, and may not be offered or
sold within the United States, or to or for the account of, United
States persons.
Forward-looking
Information:
Forward-looking information or statements
included in this press release are provided to inform the Company’s
shareholders and potential investors about management’s assessment
of Capital Power’s future plans and operations. This information
may not be appropriate for other purposes. The forward-looking
information in this press release is generally identified by words
such as will, anticipate, believe, plan, intend, target, and expect
or similar words that suggest future outcomes.
Material forward-looking information in this
press release includes expectations regarding a potential offering
of Notes and the use of proceeds from any successful offering,
including the potential redemption of the Preferred Shares.
These statements are based on certain
assumptions and analyses made by the Company considering its
experience and perception of historical trends, current conditions,
expected future developments and other factors it believes are
appropriate. The material factors and assumptions used to develop
these forward-looking statements relate to: (i) electricity, other
energy and carbon prices, (ii) performance, (iii) business
prospects (including potential re-contracting of facilities) and
opportunities including expected growth and capital projects, (iv)
status of and impact of policy, legislation and regulations, and
(v) effective tax rates.
Whether actual results, performance or
achievements will conform to the Company’s expectations and
predictions is subject to a number of known and unknown risks and
uncertainties which could cause actual results and experience to
differ materially from the Company’s expectations. Such material
risks and uncertainties are: (i) changes in electricity, natural
gas and carbon prices in markets in which the Company operates and
the use of derivatives, (ii) regulatory and political environments
including changes to environmental, climate, financial reporting,
market structure and tax legislation, (iii) disruptions, or price
volatility within the Company’s supply chains, (iv) generation
facility availability, wind capacity factor and performance
including maintenance expenditures, (v) ability to fund current and
future capital and working capital needs, (vi) acquisitions and
developments including timing and costs of regulatory approvals and
construction, (vii) changes in the availability of fuel, (viii)
ability to realize the anticipated benefits of acquisitions, (ix)
limitations inherent in the Company’s review of acquired assets,
(x) changes in general economic and competitive conditions,
including inflation and recession and (xi) changes in the
performance and cost of technologies and the development of new
technologies, new energy efficient products, services and programs.
See Risks and Risk Management in the Company’s Integrated
Annual Report for the year ended December 31, 2023, prepared
as of February 27, 2024, for further discussion of these and other
risks.
Readers are cautioned not to place undue
reliance on any such forward-looking statements, which speak only
as of the specified approval date. The Company does not undertake
or accept any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements to reflect
any change in the Company’s expectations or any change in events,
conditions or circumstances on which any such statement is based,
except as required by law.
Territorial Acknowledgement
In the spirit of reconciliation, Capital Power
respectfully acknowledges that we operate within the ancestral
homelands, traditional and treaty territories of the Indigenous
Peoples of Turtle Island, or North America. Capital Power’s head
office is located within the traditional and contemporary home of
many Indigenous Peoples of the Treaty 6 region and Métis Nation of
Alberta Region 4. We acknowledge the diverse Indigenous communities
that are located in these areas and whose presence continues to
enrich the community.
About Capital Power
Capital Power is a growth-oriented power
producer committed to net zero by 2045, with approximately 9,300 MW
of power generation at 32 facilities across North America. We
prioritize delivering reliable, affordable and clean
power that communities can depend on, building clean
power systems needed for tomorrow, and creating real net
zero solutions for customers. We are powering change by changing
power.
For more information, please
contact:
Investor and Media Relations:Media
RelationsKatherine Perron(780)
392-5335kperron@capitalpower.com
Investor RelationsRoy
Arthur(403) 736-3315investor@capitalpower.com
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