Algonquin Power & Utilities Corp.
TSX : AQN

Algonquin Power & Utilities Corp.

February 24, 2014 10:25 ET

Algonquin Power & Utilities Corp. Announces Offering of 4 Million Preferred Shares

OAKVILLE, ONTARIO--(Marketwired - Feb. 24, 2014) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Algonquin Power & Utilities Corp. ("APUC") (TSX:AQN) announced today that it will issue 4 million cumulative rate reset preferred shares, Series D (the "Series D Shares") at a price of $25.00 per share, for aggregate gross proceeds of $100 million, on a bought deal basis to a syndicate of underwriters in Canada led by CIBC and TD Securities Inc.

The holders of the Series D Shares will be entitled to receive fixed cumulative dividends at an annual rate of $1.25 per share, payable quarterly, as and when declared by the board of directors of APUC. The Series D Shares will yield 5.00% per cent annually, for the initial period ending on March 31, 2019. The first of such dividends, if declared, shall be payable on June 30, 2014, and shall be $0.4007 per Series D Share, based on the anticipated closing of the offering on March 5, 2014. The dividend rate will be reset on March 31, 2019 and every five years thereafter at a rate equal to the sum of the then five-year Government of Canada bond yield plus 3.28%. The Series D Shares are redeemable by APUC, at its option, on March 31, 2019 and on March 31 of every five years thereafter.

The holders of Series D Shares will have the option to convert all or any of their Series D Shares into Cumulative Floating Rate Preferred Shares, Series E (the "Series E Shares") of APUC on the basis of one Series E Share for each Series D Share converted, subject to certain conditions, on March 31, 2019 and on March 31 every five years thereafter. The holders of the Series E Shares will be entitled to receive quarterly floating rate cumulative preferential cash dividends, as and when declared by the board of directors of APUC, at a rate equal to the sum of the then 90-day Government of Canada treasury bill rate plus 3.28%.

The net proceeds of the offering will be used to partially finance certain of APUC's previously disclosed growth opportunities, reduce amounts outstanding on APUC's credit facilities and for general corporate purposes.

The Series D Shares will be offered to the public in Canada by way of a supplement to APUC's short form base shelf prospectus dated February 18, 2014. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This news release does not constitute an offer to sell or the solicitation of any offer to buy, nor will there be any sale of these securities, in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

About Algonquin Power & Utilities Corp.

Algonquin Power & Utilities Corp. owns and operates a diversified $3.2 billion portfolio of regulated and non-regulated utilities in North America. The regulated utility business provides water, electricity and natural gas utility services to over 470,000 customers through a portfolio of regulated generation, transmission and distribution utility systems. The non-regulated electric generation subsidiary owns or has interests in renewable energy and thermal energy facilities representing more than 1,100 MW of installed capacity. Algonquin Power & Utilities Corp. delivers continuing growth through an expanding pipeline of renewable power and clean energy projects, organic growth within its regulated utilities and the pursuit of accretive acquisition opportunities. Common shares and preferred shares are traded on the Toronto Stock Exchange under the symbols AQN and AQN.PR.A respectively. Visit Algonquin Power and Utilities at www.AlgonquinPowerandUtilities.com and follow us on Twitter @AQN_Utilities.

Caution Regarding Forward-Looking Information

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 prospective results of operations, financial position or cash flows. These statements, including the intended use of proceeds from the preferred share offering, 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.

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