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Emera Incorporated announces the closing of the offering of US$1.2
billion 6.75% Fixed-to-Floating Subordinated Notes, Cdn$500 million
2.90% Senior Notes and US$3.25 billion aggregate principal amount of
multiple series of Senior Notes as part of the funding for the
acquisition of TECO Energy, Inc.
HALIFAX, Nova Scoita--(BUSINESS WIRE)--
Emera Incorporated (“Emera” or the “Company”) (TSX:EMA) announced today
that it has completed the sale of US$1,200,000,000 aggregate principal
amount of 6.75% Fixed-to-Floating Subordinated Notes – Series 2016-A due
June 2076 (the “Hybrid Notes”). J.P. Morgan Securities LLC acted as sole
book runner and structuring agent in connection with the Hybrid Notes
offering and Barclays Capital Inc., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Scotia Capital (USA) Inc. and Wells Fargo
Securities, LLC acted as co-managing underwriters.
In addition, Emera announced today that it has completed the sale of
Cdn$500,000,000 aggregate principal amount of 2.90% Senior Notes Series
2016-1 due June 16, 2023 (the “Canadian Notes”) on a private placement
basis. Scotia Capital Inc. and J.P. Morgan Securities Canada Inc. acted
as joint book running managers in connection with the Canadian Notes
offering, and CIBC World Markets Inc., RBC Dominion Securities Inc., TD
Securities Inc., BMO Nesbitt Burns Inc. and National Bank Financial Inc.
acted as co-managing agents.
Emera also announced today that Emera US Finance LP (the “U.S. Notes
Issuer”), a limited partnership wholly-owned directly and indirectly by
Emera, has completed the sale of US$3,250,000,000 aggregate principal
amount of multiple series of senior, unsecured notes (the “U.S. Notes”),
fully and unconditionally guaranteed by Emera US Holdings Inc., a
wholly-owned subsidiary of Emera, and Emera. J.P Morgan Securities LLC
and Scotia Capital (USA) Inc. acted as joint book running managers in
connection with the U.S. Notes offering. Barclays Capital Inc., BMO
Capital Markets Corp., CIBC World Markets Corp.Merrill Lynch, Pierce,
Fenner & Smith Incorporated, RBC Capital Markets, LLC, TD Securities
(USA) LLC and Wells Fargo Securities, LLC acted as co-managers.
The offerings of the Hybrid Notes, Canadian Notes and U.S. Notes, which
together amount to gross proceeds of approximately Cdn$6.2 billion, are
part of the financing of the previously announced acquisition of TECO
Energy, Inc. (“TECO Energy”) by Emera (the “Acquisition”).
“This completes the financing for the TECO Energy acquisition,” said
Chris Huskilson, President and CEO of Emera. “We look forward to working
through the remaining steps in the New Mexico regulatory process and
continue to expect to close the transaction in mid-2016.”
Use of Proceeds
Upon the closing of the Acquisition, Emera intends to use the net
proceeds from the offering of the Hybrid Notes, Canadian Notes and U.S.
Notes to finance, directly or indirectly, part of the purchase price
payable for the Acquisition (including acquisition-related expenses). If
certain of the net proceeds from the offering of the Hybrid Notes,
Canadian Notes and/or U.S. Notes are not otherwise required to complete
the Acquisition, Emera intends to use such net proceeds for general
corporate purposes.
If (i) the Acquisition is not consummated on or prior to the later of
December 31, 2016 and the date that is no later than June 30, 2017 if
the closing of the Acquisition has been extended by Emera or TECO Energy
in accordance with the terms of the agreement and plan of merger
relating to the Acquisition (the “Acquisition Agreement”) (as such date
may be extended, the “special mandatory redemption triggering date”) or
(ii) the Acquisition Agreement is terminated at any time prior to the
special mandatory redemption triggering date, then Emera will be
required to redeem the Hybrid Notes and the portion of the Canadian
Notes that is in excess of Cdn$300 million aggregate principal amount on
a pro rata basis, and the U.S. Notes Issuer will be required to redeem
the U.S. Notes.
Forward Looking Information
This news release contains forward-looking information within the
meaning of applicable securities laws with respect to, among other
things, the Acquisition and the intended use of the net proceeds from
the sale of the Hybrid Notes, the Canadian Notes and U.S. Notes. By its
nature, forward-looking information requires Emera to make assumptions
and is subject to inherent risks and uncertainties. These statements
reflect the current beliefs of the management teams of Emera and are
based on information currently available to Emera. There is a risk that
predictions, forecasts, conclusions and projections that constitute
forward-looking information will not prove to be accurate, that the
assumptions of Emera may not be correct and that actual results may
differ materially from such forward-looking information. Additional
detailed information about these assumptions, risks and uncertainties
with respect to Emera is included in Emera's securities regulatory
filings, including under the heading "Business Risks and Risk
Management" in Emera's annual Management's Discussion and Analysis, and
under the heading "Principal Risks and Uncertainties" in the notes to
Emera's annual and interim financial statements. The securities
regulatory filings of Emera can be found on SEDAR at www.sedar.com.
Except as required by law, Emera disclaims any intention or obligation
to update or revise any forward-looking statements, whether as a result
of new information, future events or otherwise.
About Emera
Emera is a geographically diverse energy and services company
headquartered in Halifax, Nova Scotia with approximately Cdn$11.5
billion in assets and 2015 revenues of Cdn$2.79 billion. Emera 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 has investments
throughout northeastern North America and in four Caribbean countries.
Emera continues to target having 75-85% of its adjusted earnings come
from rate-regulated businesses. Emera’s common and preferred shares are
listed on the Toronto Stock Exchange and trade respectively under the
symbol EMA, EMA.PR.A, EMA.PR.B, EMA.PR.C, EMA.PR.E, and EMA.PR.F, and
instalment receipts are listed and trade under the symbol EMA.IR.
Depositary receipts representing common shares of Emera are listed on
the Barbados Stock Exchange under the symbol EMABDR. Additional
Information can be accessed at www.sedar.com.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160616006010/en/
Emera Inc.
Investor Relations:
Scott LaFleur,
902-428-6375
Scott.lafleur@emera.com
or
Media:
Neera
Ritcey, 902-223-2272
neera.ritcey@emera.com
Source: Emera Inc.