Fortis Inc. Re-Establishes At-The-Market Equity Program
11 December 2018 - 8:30AM
Fortis Inc. ("Fortis" or the "Corporation") (TSX/NYSE:FTS)
announced today that it has re‑established its at-the-market equity
program (the "ATM Program") that allows the Corporation to issue up
to C$500,000,000 (or its U.S. dollar equivalent) of common shares
(the "Common Shares") from treasury to the public from time to
time, at the Corporation's discretion. Any Common Shares sold in
the ATM Program will be sold through the Toronto Stock Exchange
(the "TSX"), the New York Stock Exchange (the "NYSE") or any
other marketplace on which the Common Shares are listed, quoted or
otherwise traded (collectively, the "Marketplaces") at the
prevailing market price at the time of sale. Fortis originally
established an at-the-market equity program in March 2018 but did
not issue any Common Shares under the original program.
The ATM Program provides Fortis with additional
financing flexibility should it be required in the future. The
volume and timing of distributions under the ATM Program, if any,
will be determined at the Corporation's sole discretion. The ATM
Program will be effective until January 7, 2021 unless terminated
prior to such date by the Corporation. Fortis intends to use the
net proceeds from the ATM Program, if any, for general corporate
purposes. As Common Shares sold in the ATM Program will be
distributed at the prevailing market price at the time of the sale,
prices may vary among purchasers during the period of the
distribution.
Distributions of the Common Shares through the
ATM Program will be made pursuant to the terms of an equity
distribution agreement dated December 10, 2018 entered into with
Scotia Capital Inc., TD Securities Inc., Morgan Stanley Canada
Limited and Wells Fargo Securities Canada Ltd., as Canadian agents,
and Scotia Capital (USA) Inc., TD Securities (USA) LLC, Morgan
Stanley & Co. LLC and Wells Fargo Securities, LLC, as U.S.
agents.
The ATM Program is being established pursuant to
a prospectus supplement dated
December 10, 2018 (the "Prospectus
Supplement") to the Corporation's Canadian base shelf prospectus
(the "Shelf Prospectus") dated December 6, 2018 and pursuant to a
prospectus supplement dated December 10, 2018 (the "U.S. Prospectus
Supplement") to the Corporation’s U.S. base prospectus (the "U.S.
Base Prospectus") included in its U.S. registration statement on
Form F-10 (the "Registration Statement") filed with the
Securities and Exchange Commission on December 7, 2018.
The Prospectus Supplement and the Shelf Prospectus are available on
SEDAR at www.sedar.com and the U.S. Prospectus Supplement, the U.S.
Base Prospectus and the Registration Statement are available on
EDGAR at www.sec.gov. Alternatively, the agents will send copies of
the Prospectus Supplement and the Shelf Prospectus or the U.S.
Prospectus Supplement and the U.S. Base Prospectus, as applicable,
upon request by contacting in Canada:
Scotia
Capital Inc., attn: Equity Capital Markets, Scotia Plaza, 64th
Floor, 40 King Street West, Toronto, ON M5H 3Y2, by email at
ecm@scotiabank.com or by phone at 416.862.5837 |
|
TD
Securities Inc., attn: Symcor, NPM, 1625 Tech Avenue, Mississauga,
ON L4W 5P5, by email at sdcconfirms@td.com or by phone at
289.360.2009 |
|
Morgan
Stanley Canada Limited, 181 Bay Street, Suite 3700, Toronto,
ON M5J 2T3, by phone at 416.943.8400 |
|
Wells Fargo
Securities Canada, Ltd., attn.: Equity Capital Markets, 40 King
Street West, 32nd Floor, Toronto, ON M5H 3Y2, by email at
ecm.canada@wellsfargo.com or by phone at 416.607.2919 |
or in the U.S.:
Scotia
Capital (USA) Inc., attn: Equity Capital Markets, 250 Vesey Street,
24th Floor, New York, NY 10281, by email at
us.ecm.syndicate@scotiabank.com or by phone at 212.225.6853 |
|
TD
Securities (USA) LLC, 31 W 52nd Street, New York, NY 10019,
by phone at 212.827.7392 |
|
Morgan
Stanley & Co. LLC, attn: Prospectus Department, 180 Varick
Street, 2nd Floor, New York, NY 10014 |
|
Wells Fargo
Securities, LLC, attn: Equity Syndicate Department, 375 Park
Avenue, New York, NY 10152, by email at
cmclientsupport@wellsfargo.com or by phone at 800.326.5897 |
This media release does not constitute an offer
to sell or the solicitation of an offer to buy the Common Shares,
nor shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Fortis
Fortis is a leader in the North American
regulated electric and gas utility industry with 2017 revenue
of C$8.3 billion and total assets of approximately
C$50 billion as at September 30, 2018. The
Corporation's 8,500 employees serve utility customers in five
Canadian provinces, nine U.S. states and three Caribbean
countries.
Fortis shares are listed on the TSX and NYSE and
trade under the symbol FTS. Additional information can be accessed
at www.sedar.com or www.sec.gov.
Fortis includes "forward-looking information" in
this media release within the meaning of applicable Canadian
securities laws and "forward-looking statements" within the meaning
of the Private Securities Litigation Reform Act of 1995
(collectively referred to as "forward-looking information).
Forward-looking information included in this media release reflects
expectations of Fortis management regarding future growth, results
of operations, performance and business prospects and
opportunities. Wherever possible, words such as "anticipates",
"believes", "budgets", "could", "estimates", "expects",
"forecasts", "intends", "may", "might", "plans", "projects",
"schedule", "should", "target", "will", "would" and other similar
terminology or expressions have been used to identify the
forward-looking information, which includes, without limitation,
the aggregate value of Common Shares which may be issued pursuant
to the ATM Program and the Corporation's expected use of the net
proceeds of the ATM Program, if any.
Forward-looking information is subject to risks,
uncertainties and assumptions. Certain material factors or
assumptions have been applied in drawing the conclusions contained
in the forward-looking information. These factors or assumptions
are subject to inherent risks and uncertainties surrounding future
expectations generally, including those identified from time to
time in the forward-looking information. Fortis cautions readers
that a number of factors could cause actual results, performance or
achievements to differ materially from the results discussed or
implied in the forward-looking information. These factors should be
considered carefully and undue reliance should not be placed on the
forward-looking information. For additional information with
respect to certain of these risks or factors and risk factors
relating to the Common Shares, reference should be made to the
Corporation's prospectus supplement filed on December 10, 2018,
together with the short form base shelf prospectus to which it
relates dated December 6, 2018, and the continuous disclosure
materials filed from time to time by Fortis with Canadian
securities regulatory authorities and the Securities and Exchange
Commission. All forward-looking information included in this media
release is given as of the date of this media release and, except
as required by law, we undertake no obligation to revise or update
any forward-looking information, as a result of new information,
future events or otherwise.
A .pdf version of this press release is
available at
: http://resource.globenewswire.com/Resource/Download/bfbe1ca5-3784-49ba-94e7-cc2552c3e582
For more information please contact
Investor Enquiries: Ms. Stephanie Amaimo Vice
President, Investor Relations Fortis Inc. 248.946.3572
investorrelations@fortisinc.com |
Media Enquiries: Ms. Karen McCarthy Vice
President, Communications & Corporate Affairs Fortis Inc.
709.737.5323 media@fortisinc.com |
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