Emera Inc. Announces Closing of $285 Million Over-Allotment Option Completing the Common Equity Financing Needs for the TECO Energy Acquisition
HALIFAX, Nova Scotia– Emera Inc. (“Emera” or the “Company”) (TSX: EMA) announced today that in connection with the recently completed sale (the “Offering”) on September 28, 2015 by the Company’s direct wholly owned subsidiary, Emera Holdings NS Company, of $1,900,000,000 aggregate principal amount of 4.00% convertible unsecured subordinated debentures of the Company represented by instalment receipts (the “Convertible Debentures”), the over-allotment option (the “Over-Allotment Option”) granted to the underwriters to purchase up to an additional $285,000,000 aggregate principal amount of Convertible Debentures (the “Additional Convertible Debentures”) at a purchase price per Additional Convertible Debenture equal to the Offering Price (defined below), has been exercised in full, generating additional gross proceeds of $285,000,000 (assuming payment of the Final Instalment (defined below)). The sale of the Additional Convertible Debentures today brings the aggregate gross proceeds of the Offering, including the Over-Allotment Option, to $2,185,000,000 (assuming payment of the Final Instalment).
“The exercise in full of this $285,000,000 over-allotment option, in combination with the $1.9 billion offering that closed earlier this week, fully addresses Emera’s common equity financing needs for the acquisition of TECO Energy”, said Scott Balfour, Executive Vice President and CFO of Emera Inc. “Emera is pleased with the confidence and strong support the market has shown for this important financing.”
The Additional Convertible Debentures were sold on an instalment basis at a price of $1,000 per Convertible Debenture (the “Offering Price”), of which $333 was paid on closing of the sale and the remaining $667 (the “Final Instalment”) is payable on a date (“Final Instalment Date”) to be fixed following satisfaction of all conditions precedent to the closing of the Company’s recently announced acquisition of TECO Energy, Inc. (NYSE:TE) (“TECO Energy”). Prior to the Final Instalment Date, the Convertible Debentures sold in connection with the Offering and the Additional Convertible Debentures will be represented by instalment receipts and will be listed and posted for trading on the Toronto Stock Exchange under the symbol “EMA.IR”.
The Offering, including the Over-Allotment Option, was underwritten by a syndicate of underwriters co-led by Scotiabank, RBC Capital Markets, and JP Morgan, and including CIBC, TD Securities Inc., BMO Capital Markets, National Bank Financial Inc., Barclays Capital Canada Inc. and Credit Suisse Securities (Canada) Inc.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable securities laws with respect to, among other things, the completion of the acquisition of TECO Energy; the listing of securities on the Toronto Stock Exchange; and the timing of the Final Instalment. Important factors that could cause actual results, performance and results to differ materially from those indicated by any such forward-looking statements include risks and uncertainties relating to the following: (i) the risk that TECO Energy may be unable to obtain shareholder approval for the proposed acquisition or that Emera or TECO Energy may be unable to obtain governmental and regulatory approvals required for the proposed acquisition, or required governmental and regulatory approvals may delay the proposed acquisition; (ii) the risk that other conditions to the closing of the proposed acquisition may not be satisfied; and (iii) the timing to consummate the acquisition. There can be no assurance that the proposed acquisition will be completed, or if it is completed, that it will close within the anticipated time period. These factors should be considered carefully and undue reliance should not be placed on the forward-looking statements. By its nature, forward-looking information requires Emera to make assumptions and is subject to inherent risks and uncertainties. These statements reflect Emera management’s current beliefs and are based on information currently available to Emera management. There is risk that predictions, forecasts, conclusions and projections that constitute forward-looking information will not prove to be accurate, that Emera’s assumptions may not be correct and that actual results may differ materially from such forward-looking information. Additional detailed information about these assumptions, risks and uncertainties is included in Emera’s securities regulatory filings, including under the heading “Business Risks and Risk Management” in Emera’s annual Management Discussion and Analysis, and under the heading “Principal Risks and Uncertainties” in the notes to Emera’s annual and interim financial statements which can be found on SEDAR at www.sedar.com. Except as required by law, Emera disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Emera Inc. is geographically diverse energy and services company headquartered in Halifax, Nova Scotia with approximately $10 billion in assets and 2014 revenues of $2.97 billion. The company invests in electricity generation, transmission and distribution, as well as gas transmission and utility energy services. Emera’s strategy is focused on the transformation of the electricity industry to cleaner generation and the delivery of that clean energy to market. Emera has investments throughout northeastern North America, and in four Caribbean countries. Emera continues to target having 75-85% of its adjusted earnings come from rate-regulated businesses. Emera common and preferred shares are listed on the Toronto Stock Exchange and trade respectively under the symbol EMA, EMA.PR.A, EMA.PR.B, EMA.PR.C, EMA.PR.E, and EMA.PR.F, and the instalment receipts are listed and trade under the symbol EMA.IR. Additional Information can be accessed at www.emera.com or at www.sedar.com.
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Scott LaFleur, 902-428-6375
Neera Ritcey, 902-223-2272