HALIFAX, Sept. 12, 2011 /CNW/ - Emera Inc. (TSX: EMA)announced today that it has acquired, on a private placement basis,
8,211,000 subscription receipts (the "Calpeco Subscription Receipts")
of Algonquin Power & Utilities Corp. ("Algonquin") (TSX: AQN), at a
purchase price of C$4.72 per Calpeco Subscription Receipt.
The Calpeco Subscription Receipts were issued in connection with the
previously announced sale to Algonquin of the 49.999% interest held by
Emera in California Pacific Electric Company, LLC ("Calpeco"). As
consideration for the sale of its interest in Calpeco, Emera shall be
entitled to receive 8,211,000common shares of Algonquin, as evidenced by the Calpeco Subscription
Receipts. The Calpeco Subscription Receipts shall be exchangeable for
common shares of Algonquin on a one-for-one basis in two tranches as
follows: (a) 4,790,000 common shares following regulatory approval of
the ownership transfer (which is expected to be received in either the
fourth quarter of 2011 or the first quarter of 2012); and (b) the
balance following completion of Calpeco's first rate case (which is
expected to be completed in 2012). The proceeds from this subscription
shall be used by Algonquin to fund its' acquisition of Emera's interest
in Calpeco.
In addition to holding the Calpeco Subscription Receipts, Emera owns:
(i) 8,523,000 common shares of Algonquin, representing approximately
7.15% of Algonquin's currently issued and outstanding common shares;
(ii) 12,000,000 previously subscribed for subscription receipts (the
"2010 Subscription Receipts") which are exchangeable for common shares
on completion of the previously announced acquisitions by Algonquin of
Granite State Electric Company, a regulated electric utility, and
Energy North Natural Gas Inc., a regulated natural gas utility (these
transactions are expected to close in the fourth quarter of 2011); and
(iii) 6,890,131 previously subscribed for subscription receipts (the
"2011 Subscription Receipts") which are exchangeable for common shares
on completion of the previously announced transfer by First Winding
Holdings LLC ("First Wind") of a 370 Megawatt portfolio of wind energy
projects in the Northeast United States to a new company jointly owned
by First Wind, Emera and Algonquin (this transaction is also expected
to close in the fourth quarter of 2011).
In the event that all of the 8,211,000 common shares issuable pursuant
to the Calpeco Subscription Receipts, 6,890,131 common shares issuable
pursuant to the 2011 Subscription Receipts and 12,000,000 common shares
issuable pursuant to the 2010 Subscription Receipts are issued, the
common shares so issued, together with the 8,523,000 common shares
currently held by Emera, would represent approximately 24.35% of
Algonquin's issued and outstanding shares.
The Calpeco Subscription Receipts have been acquired for investment
purposes only, and Emera has no intention of acquiring control of
Algonquin. Depending upon relevant economic, market or business
conditions prevailing from time to time, Emera may determine to acquire
or to dispose of common shares of Algonquin in TSX traded or privately
negotiated transactions or otherwise. Under certain agreements
previously entered into with Algonquin, Emera has agreed not to acquire
any additional securities of Algonquin except in accordance with such
agreements.
Forward Looking Information
This news release contains forward looking information. Actual future
results may differ materially. Additional information related to Emera,
including the company's Annual Information Form, can be found on SEDAR
at www.sedar.com or on EDGAR at www.sec.gov.
About Emera
Emera Inc. is a growing energy and services company with $6.6 billion in
assets and 2010 revenues of $1.6 billion. The company 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 operates
throughout northeastern North America, in three Caribbean countries and
in California. More than 80% of the company's earnings come from
regulated investments. Emera common and preferred shares are listed on
the Toronto Stock Exchange and trade respectively under the symbol EMA
and EMA.PR.A. Additional information can be accessed at www.emera.com, www.sedar.com or www.sec.gov.
Contact:
SOURCE: EMERA INC.
Jill MacDonald, CA, Manager, Investor Relations, (902) 428-6486