Northland Power Inc. (“Northland” or the “Company”) (TSX: NPI)
announced today that it has renewed its at-the-market equity
program (“ATM Program”) to allow the Company to issue up to an
additional $750 million of common shares from treasury (the “Common
Shares”) to the public from time to time, at the Company’s
discretion in connection with the ATM Program. The ATM Program was
renewed following the termination of the Company’s previous
at-the-market equity program as a result of having sold most of the
Common Shares permitted to be sold under the previous program. Any
Common Shares sold in the ATM Program will be sold through the
facilities of the Toronto Stock Exchange (the “TSX”) or any other
marketplace on which the Common Shares are listed, quoted or
otherwise traded (collectively, the “Marketplaces”) at the
prevailing market price at the time of sale.
The ATM Program provides Northland with an
additional source of financial flexibility and will be activated at
the Company’s discretion if and as required based on the funding
requirements of the Company’s identified growth initiatives. The
volume and timing of distributions under the ATM Program, if any,
will be determined at the Company's sole discretion.
The ATM Program will be effective until the
earlier of July 16, 2023 and the date that all of the Common Shares
issuable under the ATM Program have been issued, unless terminated
prior to such date by the Company or the Agents in accordance with
the terms of the equity distribution agreement dated September 7,
2022 (the “Equity Distribution Agreement”) between the Company and
CIBC Capital Markets, National Bank Financial Inc., BMO Capital
Markets, Desjardins Securities Inc., RBC Dominion Securities Inc.,
TD Securities Inc. and Scotia Capital Inc. (collectively, the
“Agents”). Distributions of the Common Shares through the ATM
Program will be made pursuant to the terms of the Equity
Distribution Agreement.
Northland intends to use the net proceeds from
the ATM Program, if any, to fund the advancement of its growth
projects and for general corporate purposes. Refer to
Northland’s 2022 Second Quarter Report for additional
information on growth projects. As Common Shares sold in the ATM
Program will be distributed at the prevailing market price at the
time of the sale, prices may vary among purchasers during the
period of the distribution.
The ATM Program is being renewed pursuant to a
prospectus supplement dated September 7, 2022 (the “Prospectus
Supplement”) to the Company's short form base shelf prospectus
dated June 16, 2021 (the “Shelf Prospectus”). The Prospectus
Supplement, the Shelf Prospectus and the Equity Distribution
Agreement are available on SEDAR at www.sedar.com. The Agents will
send copies of the Prospectus Supplement and the Shelf Prospectus
via requests made to any of the following individuals:
CIBC Capital Markets, attn: Equity Capital
Markets, 161 Bay Street, 5th Floor, Toronto, ON M5J 2S8, by email
at Mailbox.CanadianProspectus@cibc.com or by phone at (416)
594-7339;
National Bank Financial Inc., attn: Gavin
Brancato, 130 King Street West, 4th Floor Podium, Toronto, ON M5X
1J9, by email at gavin.brancato@nbc.ca or by phone at (416)
869-7568; and
BMO Capital Markets, attn: Equity
Capital Markets, 100 King Street West, 3rd Floor Podium, Toronto,
ON M5X 1H3, by email torbramwarehouse@datagroup.ca or by phone at
(905) 791-3151 Ext 4312.
This news release does not constitute an offer
to sell or the solicitation of any offer to buy, nor will there be
any sale of these securities, in any province, state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such province, state or jurisdiction.
ABOUT NORTHLAND POWER
Northland Power is a global power producer
dedicated to helping the clean energy transition by producing
electricity from clean renewable resources. Founded in 1987,
Northland has a long history of developing, building, owning and
operating clean and green power infrastructure assets and is a
global leader in offshore wind. In addition, Northland owns and
manages a diversified generation mix including onshore renewables,
efficient natural gas energy, as well as supplying energy through a
regulated utility.
Headquartered in Toronto, Canada, with global
offices in eight countries, Northland owns or has an economic
interest in 3.0GW (net 2.6GW) of operating capacity. The Company
also has a significant inventory of projects in construction and in
various stages of development encompassing over 14GW of potential
capacity.
Publicly traded since 1997, Northland's common
shares, Series 1, Series 2 and Series 3 preferred shares trade on
the Toronto Stock Exchange under the symbols NPI, NPI.PR.A,
NPI.PR.B and NPI.PR.C, respectively.
FORWARD-LOOKING STATEMENTS
This release contains certain forward-looking
statements. Readers are cautioned that such statements may not be
appropriate for other purposes. Forward-looking statements include
statements that are not historical facts and are predictive in
nature, depend upon or refer to future events or conditions, or
include words such as “expects,” “anticipates,” “plans,”
“believes,” “estimates,” “intends,” “targets,” “projects,”
“forecasts” or negative versions thereof and other similar
expressions, or future or conditional verbs such as “may,” “will,”
“should,” “would” and “could.” These statements may include,
without limitation, statements regarding issuances of Common Shares
under the ATM Program, the ATM Program providing a source of
further funding and Northland’s use of proceeds under the ATM
Program, if any. These statements are based upon certain material
factors or assumptions that were applied in developing the
forward-looking statements. Although these forward-looking
statements are based upon management’s current reasonable
expectations and assumptions, they are subject to numerous risks
and uncertainties. Some of the factors that could cause results or
events to differ from current expectations include, but are not
limited to, the use of proceeds as intended and the other factors
described in the “Risks and Uncertainties” section of Northland’s
2021 Annual Report and Annual Information Form, both of which can
be found at www.sedar.com under Northland's profile and on
Northland’s website northlandpower.com, as well as the risks set
out under the heading “Risk Factors” in the Prospectus Supplement.
Northland’s actual results could differ materially from those
expressed in, or implied by, these forward-looking statements and,
accordingly, no assurances can be given that any of the events
anticipated by the forward-looking statements will transpire or
occur.
The forward-looking statements contained in this
release are based on assumptions that were considered reasonable on
date of release. Other than as specifically required by law,
Northland undertakes no obligation to update any forward-looking
statements to reflect events or circumstances after such date or to
reflect the occurrence of unanticipated events, whether as a result
of new information, future events or results, or otherwise.
For further information, please
contact:
Wassem Khalil, Senior Director, Investor
Relations(647) 288-1019investorrelations@northlandpower.com
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