Capstone Infrastructure Corporation
TSX : CSE.PR.A

Capstone Infrastructure Corporation

June 10, 2016 15:32 ET

Capstone Infrastructure Corporation Provides Notice of Conversion Rights for Cumulative 5-Year Rate Reset Preferred Shares, Series A

TORONTO, ONTARIO--(Marketwired - June 10, 2016) - Capstone Infrastructure Corporation ("Capstone" or the "Corporation") (TSX:CSE.PR.A) announced today that it does not intend to exercise its right under the terms of its Cumulative 5-Year Rate Reset Preferred Shares, Series A (the "Series A shares") to redeem all or part of the currently outstanding 3,000,000 Series A shares on July 31, 2016. As a result, subject to certain conditions, the holders of the Series A shares have the right to convert all or part of their Series A shares, on a one-for-one basis, into Cumulative Floating Rate Preferred Shares, Series B (the "Series B shares") on August 2, 2016 (the "Conversion Date") in accordance with the terms of the Series A shares.

Holders of Series A shares who do not exercise their right to convert their Series A shares into Series B shares on the Conversion Date will retain their Series A shares, subject to the conditions set out below.

The dividend rate applicable to the Series A shares for the five-year period from July 31, 2016 to but excluding July 31, 2021, and the dividend rate applicable to the Series B shares for the three-month period from July 31, 2016 to October 31, 2016, will be determined and announced by way of a news release on July 4, 2016.

Beneficial owners of Series A shares who wish to exercise their conversion right should communicate with their broker or other nominee to obtain instructions for exercising such right during the conversion period, which runs from July 4, 2016 until July 18, 2016 at 5:00 p.m. (EST).

The foregoing conversion rights are subject to the conditions, as set out in the terms of the Series A shares, that: (i) if Capstone determines that there would remain outstanding on the Conversion Date less than 1,000,000 Series B shares, after having taken into account all Series A shares tendered for conversion into Series B shares, then holders of Series A shares will not be entitled to convert their shares into Series B shares and all holders will continue to hold Series A shares, and (ii) alternatively, if Capstone determines that there would remain outstanding on the Conversion Date less than 1,000,000 Series A shares, after having taken into account all Series A shares tendered for conversion into Series B shares, then all remaining Series A shares will automatically be converted into Series B shares on a one-for-one basis on the Conversion Date and all holders will hold Series B shares. In either case, Capstone will give written notice to that effect to the registered holder of Series A shares no later than July 26, 2016.

ABOUT CAPSTONE INFRASTRUCTURE CORPORATION

Capstone owns Capstone Power Corp. (100% ownership), which owns, operates and develops thermal and renewable power generation facilities in Canada with a total installed capacity of net 482 megawatts, and Capstone also has significant shareholdings in two utilities businesses in Europe, Bristol Water (50% ownership), a water utility in the United Kingdom, and Värmevärden (33.3% ownership), a district heating business in Sweden. Please visit www.capstoneinfrastructure.com for more information.

Notice to Readers

Certain of the statements contained within this document are forward-looking and reflect management's expectations regarding the future growth, results of operations, performance and business of Capstone Infrastructure Corporation (the "Corporation") based on information currently available to the Corporation. Forward-looking statements are provided for the purpose of presenting information about management's current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements use forward-looking words, such as "anticipate", "continue", "could", "expect", "may", "will", "intend", "estimate", "plan", "believe" or other similar words and include the statement regarding determining and announcing the rates for the Series A shares and Series B shares on July 4, 2016. These statements are subject to known and unknown risks and uncertainties that may cause actual results or events to differ materially from those expressed or implied by such statements and, accordingly, should not be read as guarantees of future performance or results. The forward-looking statements within this document are based on information currently available and what the Corporation currently believes are reasonable assumptions.

The forward-looking statements within this document reflect current expectations of the Corporation as at the date of this document and speak only as at the date of this document. Except as may be required by applicable law, the Corporation does not undertake any obligation to publicly update or revise any forward-looking statements.

This document is not an offer or invitation for the subscription or purchase of or a recommendation of securities. It does not take into account the investment objectives, financial situation and particular needs of any investors. Before making an investment in the Corporation, an investor or prospective investor should consider whether such an investment is appropriate to their particular investment needs, objectives and financial circumstances and consult an investment adviser if necessary.

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