Atlantic Power Corp. (AT)

[johnsyn]

Atlantic Power Corporation Announces Pricing of Public Offering of Unsecured Convertible Debentures on a Bought Deal Basis
Atlantic Power Corporation
(NYSE:AT)(TSX:ATP)(TSX:ATP.DB)(TSX:ATP.DB.A)(TSX:ATP.DB.B) (the "Company" or
"Atlantic Power") announced today that it has priced an underwritten public
offering on a bought deal basis, in each of the provinces and territories of
Canada, except Quebec, of US$130 million aggregate principal amount of series C
convertible unsecured subordinated debentures (the "Debentures") at a public
offering price of US$1,000 per Debenture. The Debentures will bear interest at a
rate of 5.75% per year, and will mature on June 30, 2019, unless earlier
redeemed. The Debentures will be convertible into common shares of the Company
at an initial conversion price of US$17.25 per common share, being a ratio of
approximately 57.9710 common shares per US$1,000 principal amount of Debentures.
The Company estimates that the net proceeds from the offering of the Debentures,
after deducting the underwriting discounts and estimated expenses, will be
approximately US$124.0 million. TD Securities is acting as sole bookrunner with
respect to the offering of Debentures. Subject to customary closing conditions,
the offering of Debentures is expected to close on July 5, 2012.


The Company intends to use the net proceeds from the Debenture offering,
together with the net proceeds of its concurrent offering of 5,500,000 common
shares, to fund the Company's equity commitment in Canadian Hills, its
approximately 300 MW wind energy project under construction in the State of
Oklahoma. Any remaining net proceeds will be used to fund additional growth
opportunities and for general corporate purposes.


The Debentures will be issued pursuant to an effective Form S-1 registration
statement previously filed with the United States Securities and Exchange
Commission (the "SEC") and pursuant to a preliminary short form prospectus
previously filed in each of the provinces and territories of Canada, except
Quebec. A copy of the U.S. prospectus relating to the offering of Debentures may
be obtained upon request from TD Securities (USA) LLC, Attn: David Chepauskas
(31 West 52nd St., New York, NY 10019, Tel: [phone]); and a copy of the
Canadian prospectus relating to the offering of Debentures may be obtained upon
request by contacting TD Securities Inc., Attn: Symcor, NPM (Email:
[e-mail], Tel: [phone]).


This press release does not constitute an offer to sell or a solicitation of an
offer to buy and shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale is unlawful.