HALIFAX, Nova Scotia--(BUSINESS WIRE)--
Emera Inc. (“Emera”) (TSX:EMA) today announced that as all conditions
precedent to completing the acquisition of TECO Energy have been
fulfilled other than customary closing conditions and the acquisition is
expected to close on or about July 1, 2016, it has issued the final
instalment notice (the “Final Instalment Notice”) in respect of its
4.00% convertible unsecured subordinated debentures (“Debentures”)
represented by instalment receipts (“Instalment Receipts”). The Final
Instalment Notice provides that, among other things: (i) payment of the
final instalment ($667 per $1,000 principal amount of Debentures) is due
by August 2, 2016 (the “Final Instalment Date”); (ii) holders of
Debentures will receive accrued and unpaid interest of $8.7671 per
$1,000 principal amount of Debentures; (iii) holders of Debentures who
have paid the final instalment on or before the Final Instalment Date
will also receive a make-whole payment of $6.0822 per $1,000 principal
amount of Debentures, representing the interest that would have accrued
from the day following the Final Instalment Date to and including
September 28, 2016; and (iv) concurrently with or at any time after the
Final Instalment Date, holders of fully paid Debentures will have the
right to convert their Debentures into Emera common shares at a
conversion price of $41.85 per common share. Emera will issue up to
52,210,274 common shares on conversion of the outstanding Debentures. On
the day following the Final Instalment Date, the interest rate payable
on the Debentures will fall to an annual rate of 0% and interest will
cease to accrue on the Debentures. Emera expects the Instalment Receipts
to be delisted from the Toronto Stock Exchange (the “TSX”) on or about
the Final Instalment Date. The Debentures are not and will not be listed
on the TSX.
In the event the acquisition is not completed on or about July 1, 2016,
Emera may revoke the Final Instalment Notice and/or issue a new notice
providing for a new Final Instalment Date.
About Emera Inc.
Emera Inc. is a geographically diverse energy and services company
headquartered in Halifax, Nova Scotia with approximately $11.5 billion
in assets and 2015 revenues of $2.79 billion. The company invests in
electricity generation, transmission and distribution, as well as gas
transmission, and utility energy services with a strategic focus on
transformation from high carbon to low carbon energy sources. 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.emera.com
or at www.sedar.com.
Forward Looking Information
This news release contains forward-looking information within the
meaning of applicable securities laws with respect to, among other
things, the completion of the acquisition of TECO Energy and the timing
of the Final Instalment Date. Important factors that could cause actual
performance and results to differ materially from those indicated by any
such forward-looking statements include risks and uncertainties relating
to the following: (i) the risk that other conditions to the closing of
the proposed acquisition may not be satisfied; and (ii) the timing to
consummate the acquisition. There can be no assurance that the proposed
acquisition will be completed, or if it is completed, that it will close
within the anticipated time period. These factors should be considered
carefully, and undue reliance should not be placed on the
forward-looking statements. By its nature, forward-looking information
requires the use of assumptions and is subject to inherent risks and
uncertainties. These statements reflect Emera’s and TECO Energy’s
current beliefs and are based on information currently available to
them. There is risk that predictions, forecasts, conclusions and
projections that constitute forward-looking information will not prove
to be accurate, that the assumptions 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 is included in (i) Emera’s securities regulatory filings,
including under the heading “Business Risks and Risk Management” in
Emera’s annual Management Discussion and Analysis, and under the heading
“Principal Risks and Uncertainties” in the notes to Emera’s annual and
interim financial statements which can be found on SEDAR at www.sedar.comand (ii) under the heading “Risk Factors” in TECO Energy’s Annual
Report on Form 10-K for the year ended December 31, 2015, as updated in
subsequent filings with the U.S. Securities and Exchange Commission.
Except as required by law, Emera and TECO Energy disclaim any intention
or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160629005704/en/
Emera:
Investor Relations:
Scott LaFleur, 902-428-6375
scott.lafleur@emera.com
or
Media:
Neera
Ritcey, 902-222-2683
neera.ritcey@emera.com
Source: Emera Inc.