Atlantic Power Corp. (AT)

[johnsyn]

Atlantic Power Corporation Announces Closing of Public Offering of Extendible Convertible Unsecured Subordinated Debentures o...


BOSTON, Dec. 11, 2012 /CNW/ - Atlantic Power Corporation (NYSE: AT) (TSX: ATP) (the "Company" or "Atlantic Power") announced today the closing of its underwritten public offering, on a bought deal basis, in each of the provinces and territories of Canada, except the Province of Quebec (the "Offering"), of C$100 million aggregate principal amount of series D extendible convertible unsecured subordinated debentures (the "Debentures") at a public offering price of C$1,000 per Debenture.

The Company intends to use the net proceeds from the Offering to fund the acquisition of all of the outstanding shares of capital stock of Ridgeline Energy Holdings, Inc. (the "Acquisition") and to fund certain working capital commitments and acquisition expenses related to Ridgeline Energy Holdings, Inc.

The Debentures will have an initial maturity date of March 31, 2013 which will automatically be extended to December 31, 2019 upon the closing of the Acquisition. If the Acquisition does not close by March 31, 2013 (the "Initial Maturity Date") or is earlier terminated, the Company will be required to repay the Debentures within three business days of the Initial Maturity Date. The Debentures will bear interest at a rate of 6.00% per year, and will be convertible into common shares of the Company ("Common Shares") at an initial conversion price of C$14.50 per Common Share, being a ratio of approximately 68.9655 Common Shares per C$1,000 principal amount of Debentures (subject to customary adjustments). The Company received net proceeds from the Offering, after deducting the underwriting fee and expenses related to the Offering, of approximately C$95.5 million. TD Securities and BMO Capital Markets acted as joint bookrunners with respect to the Offering.

The Debentures were distributed pursuant to a prospectus supplement dated December 3, 2012 to the Company's short form base shelf prospectus dated August 17, 2012 in each of the provinces and territories of Canada, other than the Province of Quebec, and pursuant to a shelf registration statement on Form S-3 filed with the United States Securities and Exchange Commission (the "SEC") and related prospectus supplement. A copy of the Canadian prospectus supplement and accompanying short form base shelf prospectus relating to the Offering may be obtained upon request by contacting TD Securities Inc., Attn: Symcor, NPM (Email: [e-mail], Tel: [phone]) or BMO Capital Markets, Attn: Mississauga Distribution Centre C/O The Data Group of Companies (Email: [e-mail], Tel: [phone] x4222); and a copy of the U.S. prospectus supplement 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]) or BMO Capital Markets, Attn: Equity Syndicate (3 Times Square, 27th Floor, New York, NY 10036, Tel: [phone], Email: [e-mail]).