OAKVILLE,ON, Jan. 1, 2017
/PRNewswire/ - Algonquin Power & Utilities Corp. ("APUC")
(TSX: AQN, NYSE: AQN) announced today that a subsidiary of Liberty
Utilities Co. ("Liberty Utilities"), APUC's wholly-owned regulated
utility business, successfully completed its acquisition of The
Empire District Electric Company ("Empire") for an aggregate
purchase price of approximately Cdn$3.2
billion (the "Transaction"). Empire is now a wholly-owned
subsidiary of Liberty Utilities and will cease to be a
publicly-held corporation.
With the closing of the Transaction, APUC has materially
expanded its utility operations in the
United States. APUC, through its 2,200 employees, now serves
over 782,000 electric, gas, and water customers within its
regulated utility business, and APUC's portfolio of power
generating facilities now contains both regulated and non-regulated
power facilities with a total capacity of over 2,500 MW.
"Empire is highly complementary to the scope of our current
operations, brings valuable scale to our existing utility business,
and adds further support to our annual dividend growth target of
10% through significant accretion to per share cash flows and
earnings," said Ian Robertson, Chief
Executive Officer of APUC. "The APUC and Empire teams have worked
diligently to successfully bring our companies together, and we are
excited about the many opportunities that our newly expanded
platform brings to our growth prospects in North America."
As previously announced, Empire's shareholders will receive
US$34.00 per common share which,
including the assumption of approximately US$0.8 billion of debt at closing, represents an
aggregate purchase price of approximately US$2.3 billion (Cdn$3.2
billion).
As a result of the closing, Empire's common stock is being
delisted from the New York Stock Exchange. Empire shareholders will
be provided with instructions on how to receive the merger
consideration for their shares by Wells Fargo, in its capacity as
paying agent for the transaction.
APUC will issue shortly a final instalment notice (the "Final
Instalment Notice") notifying holders of its 5% convertible
unsecured subordinated debentures ("Debentures") represented by
instalment receipts of the date for payment of the final instalment
(the "Final Instalment Date"), which shall not be less than 15 days
nor more than 90 days following the date of such notice in
accordance with the terms of the instalment receipts. Additional
details will be set out in the Final Instalment Notice regarding,
among other things, the right of holders of Debentures who have
paid the final instalment to receive a make-whole payment and to
convert their Debentures into APUC common shares.
About Algonquin Power & Utilities Corp.
APUC is a North American diversified generation, transmission
and distribution utility with $10
billion of total assets. The distribution business group
provides rate regulated water, electricity and natural gas utility
services to over 782,000 customers in the
United States. The generation business group owns a
portfolio of regulated and long term contracted North American
based wind, solar, hydroelectric and thermal powered generating
facilities representing more than 2,500 MW of installed capacity.
The transmission business group invests in rate regulated electric
transmission and natural gas pipeline systems in the United States and Canada. APUC delivers continuing growth
through an expanding pipeline of renewable energy development
projects, organic growth within its regulated distribution and
transmission businesses, and the pursuit of accretive acquisitions.
Common shares, preferred shares, and instalment receipts are traded
on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A,
AQN.PR.D, and AQN.IR. APUC's common shares are also listed on
the New York Stock Exchange under the symbol AQN. Visit APUC
at www.AlgonquinPowerandUtilities.com and follow us on Twitter
@AQN_Utilities.
Information Concerning Forward-Looking Statements
Certain statements included in this news release contain
information that is forward-looking within the meaning of certain
securities laws, including information and statements regarding
expected benefits from the Transaction and the issuance of the
final instalment notice. These statements are based on factors or
assumptions that were applied in drawing a conclusion or making a
forecast or projection, including assumptions based on historical
trends, current conditions and expected future developments. Since
forward-looking statements relate to future events and conditions,
by their very nature they require making assumptions and involve
inherent risks and uncertainties. APUC cautions that although it is
believed that the assumptions are reasonable in the circumstances,
these risks and uncertainties give rise to the possibility that
actual results may differ materially from the expectations set out
in the forward-looking statements. Material risk factors include
those set out in the management's discussion and analysis section
of APUC's most recent annual report, quarterly report, and APUC's
Annual Information Form. Given these risks, undue reliance should
not be placed on these forward-looking statements, which apply only
as of their dates. Other than as specifically required by law, APUC
undertakes no obligation to update any forward-looking statements
or information to reflect new information, subsequent or
otherwise.
SOURCE Algonquin Power & Utilities Corp.