TORONTO, ON—(Marketwired – December 01, 2017) – Northland Power Inc. (“Northland“) (TSX: NPI) (TSX: NPI.PR.A) (TSX: NPI.PR.B) (TSX: NPI.PR.C) (TSX: NPI.DB.B) (TSX: NPI.DB.C) announced the fixed dividend rate on its Cumulative Rate Reset Preferred Shares, Series 3 (“Series 3 Shares“) for the five years commencing December 31, 2017 and ending December 30, 2022. The fixed quarterly dividends on the Series 3 Shares during that period will be paid at an annual rate of 5.08% (Cdn. $0.3132 per share per quarter).
Holders of Series 3 Shares have the right, at their option, exercisable not later than 5:00 pm (Toronto time) on December 18, 2017, to elect to convert all or part of their Series 3 Shares, on a one–for–one basis, into Cumulative Floating Rate Preferred Shares, Series 4 (the “Series 4 Shares“), effective December 31, 2017. Holders of Series 3 Shares are not required to elect to convert all or any part of their Series 3 Shares into Series 4 Shares.
The quarterly floating rate dividends on the Series 4 Shares will be paid at an annual rate, calculated for each quarter, of 3.46% over the annual yield on 90–day Government of Canada treasury bills. The actual quarterly dividend rate in respect of the December 31, 2017 to March 30, 2018 dividend period for the Series 4 Shares will be 1.07% (4.33% on an annualized basis) and the dividend, if and when declared, for such dividend period will be Cdn. $0.2669 per share, payable on March 31, 2018.
As provided in the share conditions of the Series 3 Shares, if Northland determines that, after giving effect to the election notices received to convert Series 3 Shares, there would be fewer than 1,000,000 (i) Series 3 Shares outstanding after December 31, 2017, all remaining Series 3 Shares will be automatically converted into Series 4 Shares on a one–for–one basis effective December 31, 2017; and (ii) Series 4 Shares outstanding after December 31, 2017, no Series 3 Shares will be permitted to be converted into Series 4 Shares. There are currently 4,800,000 Series 3 Shares outstanding.
Northland intends to apply to the Toronto Stock Exchange (“TSX“) to list the Series 4 Shares effective upon conversion. Listing of the Series 4 Shares will be subject to Northland fulfilling all the listing requirements of the TSX and, upon approval, the Series 4 Shares will be listed on the TSX under the trading symbol “NPI.PR.D.”
Northland is an independent power producer founded in 1987, and publicly traded since 1997. Northland develops, builds, owns and operates facilities that produce 'clean' (natural gas) and 'green' (wind, solar, and hydro) energy, providing sustainable long term value to shareholders, stakeholders, and host communities.
The Company owns or has a net economic interest in 1,732 MW of operating generating capacity and 584 MW (534 MW net interest to Northland) of generating capacity under construction, representing an 85% equity stake in Nordsee One and a 100% interest in Deutsche Bucht.
Northland's cash flows are diversified over four geographically separate regions and regulatory jurisdictions in Canada and Europe.
Northland's common shares, Series 1, Series 2 and Series 3 preferred shares and Series B and Series C convertible debentures trade on the Toronto Stock Exchange under the symbols NPI, NPI.PR.A, NPI.PR.B, NPI.PR.C, NPI.DB.B, and NPI.DB.C, respectively.
This press release contains certain forward–looking statements that are provided for the purpose of presenting information about management's current expectations and plans. Readers are cautioned that such statements may not be appropriate for other purposes. Forward–looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as “expects,” “anticipates,” “plans,” “predicts,” “believes,” “estimates,” “intends,” “targets,” “projects,” “forecasts” or negative versions thereof and other similar expressions or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.”
These statements may include, without limitation, statements regarding the conversion or listing of the Series 3 Shares and Series 4 Shares. These statements are based upon certain material factors or assumptions that were applied in developing the forward–looking statements, including the expected timing and conditions for the conversion and listing of the shares. Although these forward–looking statements are based upon management's current reasonable expectations and assumptions, they are subject to numerous risks and uncertainties. Some of the factors that could cause results or events to differ from current expectations include, but are not limited to, inability to meet TSX requirements for listing or other factors that could affect the conversion of the Series 3 Shares. Northland's actual results could differ materially from those expressed in, or implied by, these forward–looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward–looking statements will transpire or occur.
The forward–looking statements contained in this release are based on assumptions that were considered reasonable on the date hereof. Other than as specifically required by law, Northland undertakes no obligation to update any forward looking statements to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events, whether as a result of new information, future events or results, or otherwise.