Hannon Armstrong Announces Offering of $750 Million of Senior Unsecured Notes
14 June 2021 - 10:00PM
Business Wire
Hannon Armstrong Sustainable Infrastructure Capital, Inc.
(“Hannon Armstrong” or the “Company”) (NYSE: HASI), a leading
investor in climate change solutions, today announced, subject to
market conditions, a private offering of $750 million in aggregate
principal amount of senior unsecured notes due 2026 (the “Notes”)
by its indirect subsidiaries, HAT Holdings I LLC (“HAT I”) and HAT
Holdings II LLC (“HAT II,” and together with HAT I, the “Issuers”).
At issuance, the Notes will be guaranteed by the Company, Hannon
Armstrong Sustainable Infrastructure, L.P. and Hannon Armstrong
Capital, LLC.
The Company intends to utilize the net proceeds of this offering
to redeem the Issuers’ 5.250% Senior Notes due 2024 (the “2024
notes”), which are green bonds. After this redemption, the Company
intends to use the incremental net proceeds of this offering to
acquire or refinance, in whole or in part, eligible green projects,
which include assets that are neutral to negative on incremental
carbon emissions. In addition, these eligible green projects may
include projects with disbursements made during the twelve months
preceding the issue date of the bonds and those with disbursements
to be made following the issue date. Prior to the full investment
of such net proceeds, the Company intends to invest such net
proceeds in interest-bearing accounts and short-term,
interest-bearing securities which are consistent with the Company's
intention to continue to qualify for taxation as a REIT.
The Notes and the related guarantees will be offered only to
persons reasonably believed to be qualified institutional buyers in
reliance on Rule 144A under the Securities Act of 1933, as amended
(the “Securities Act”), and non-U.S. persons outside the United
States pursuant to Regulation S under the Securities Act. The Notes
and the related guarantees will not be registered under the
Securities Act or any state securities laws and may not be offered
or sold in the United States absent an effective registration
statement or an applicable exemption from the registration
requirements of the Securities Act or any state securities
laws.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction. This press release shall not constitute a
notice of redemption for the 2024 notes.
About Hannon Armstrong
Hannon Armstrong (NYSE: HASI) is the first U.S. public company
solely dedicated to investments in climate solutions, providing
capital to leading companies in energy efficiency, renewable
energy, and other sustainable infrastructure markets. With more
than $7 billion in managed assets as of March 31, 2021, Hannon
Armstrong’s core purpose is to make climate-positive investments
with superior risk-adjusted returns.
Forward-Looking Statements
Some of the information in this press release contains
forward-looking statements and within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. When used in this
press release, words such as “believe,” “expect,” “anticipate,”
“estimate,” “plan,” “continue,” “intend,” “should,” “may,”
“target,” or similar expressions, are intended to identify such
forward-looking statements. Forward-looking statements are subject
to significant risks and uncertainties. Investors are cautioned
against placing undue reliance on such statements. Actual results
may differ materially from those set forth in the forward-looking
statements. Factors that could cause actual results to differ
materially from those described in the forward-looking statements
include those discussed under the caption “Risk Factors” included
in the Company’s Annual Report on Form 10-K for the Company’s
fiscal year ended December 31, 2020, which was filed with the U.S.
Securities and Exchange Commission (“SEC”), as well as in other
reports that the Company files with the SEC.
Forward-looking statements are based on beliefs, assumptions and
expectations as of the date of this press release. The Company
disclaims any obligation to publicly release the results of any
revisions to these forward-looking statements reflecting new
estimates, events or circumstances after the date of this press
release.
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INVESTOR RELATIONS INQUIRIES Chad Reed 410-571-6189
investors@hannonarmstrong.com
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