HALIFAX, May 14, 2012 /CNW/ - Emera Inc. (TSX: EMA) announced today that it has exchanged certain previously acquired
subscription receipts into 12 million common shares of Algonquin Power
& Utilities Corp. ("Algonquin") (TSX: AQN), at a price of C$5.00 per
common share.
The subscription receipts were acquired on March 25, 2011 in connection
with the previous announcement by Algonquin that Liberty Energy
Utilities Co. ("Liberty Energy"), Algonquin's regulated utility
subsidiary, had entered into agreements to acquire all issued and
outstanding shares of Granite State Electric Company ("Granite State"),
a regulated electric utility, and Energy North Natural Gas Inc.
("Energy North"), a regulated natural gas utility from National Grid
USA ("National Grid") for total consideration of US$285.0 million.
Algonquin will use the proceeds from the subscription receipt
conversion to partially fund this acquisition, which is expected to be
completed during the second quarter of 2012.
In addition to the 12 million common shares acquired today, Emera owns
8.523 million previously acquired common shares of Algonquin,
representing a current ownership position of 20.523 million common
shares or approximately 13% of Algonquin's issued and outstanding
shares.
In addition to the common shares Emera currently holds, Emera holds
8.211 million subscription receipts (the "Calpeco Subscription
Receipts") which are exchangeable for common shares in connection with
the previously announced sale to Algonquin of the 49.999% interest held
by Emera in California Pacific Electric Company, LLC ("Calpeco") The
Calpeco Subscription Receipts are exchangeable for common shares of
Algonquin on a one-for-one basis in two tranches as follows: (a) 4.790
million common shares following regulatory approval of the ownership
transfer which is expected to be received in 2012; and (b) the balance
following completion of Calpeco's first rate case which is expected to
be completed in 2013.
Emera expects to acquire, on a private placement basis, an additional
17.433 million subscription receipts (the "2012 Subscription Receipts")
of Algonquin exchangeable into common shares. The 2012 Subscription
Receipts are expected to be issued in two tranches: (i) 6.977 million
subscription receipts at a purchase price of $6.45 per receipt, in
connection with the previously announced acquisition by Algonquin's
regulated utility subsidiary of certain gas distribution assets in the
U.S. Midwest; and (ii) 10.456 million subscription receipts at a
purchase price of $5.74 per receipt, in connection with the previously
announced acquisition by Algonquin's power generation subsidiary of a
51% interest in a 480 MW U.S. wind power portfolio. The acquisition of
the 2012 Subscription Receipts is subject to applicable regulatory
approvals. Algonquin and Emera are finalizing agreements in respect of
the 2012 Subscription Receipts.
In the event that all of the 17.433 million common shares that may be
issued pursuant to the 2012 Subscription Receipts and the 8.211 million
common shares issuable pursuant to the Calpeco Subscription Receipts
are issued, the common shares so issued, together with the 20.523
million common shares currently held by Emera, would represent
approximately 25% of Algonquin's issued and outstanding shares.
The common shares acquired today have been acquired for investment
purposes only and the 2012 Subscription Receipts will be acquired for
investment purposes only. 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 an energy and services company with $6.9 billion in assets
and 2011 revenues of $2.1 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.
SOURCE EMERA INC.
