Algonquin Power & Utilities Corp. Announces Pricing of US$350 Million Subordinated Debt Offering

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May 16, 2019, 18:05 ET

This news release constitutes a "designated news release" for the purposes of the Company's prospectus supplement dated February 28, 2019 to its short form base shelf prospectus dated September 18, 2018.

OAKVILLE, ON, May 16, 2019 /PRNewswire/ - Algonquin Power & Utilities Corp. (TSX/NYSE: AQN) ("APUC" or the "Company") today announced that it has priced an underwritten public offering of US$350 million aggregate principal amount of 6.20% fixed-to-floating subordinated notes, Series 2019-A due July 1, 2079 (the "Notes"). The sale of the Notes is expected to close on or about May 23, 2019, subject to customary closing conditions.

APUC intends to use the net proceeds of the offering to repay existing indebtedness under the Company's term credit facility and the Liberty Utilities Group revolving credit facility, to partially finance the Company's previously-announced acquisition of Enbridge Gas New Brunswick Limited Partnership, and for general corporate purposes. APUC has applied for listing of the Notes on the New York Stock Exchange. Concurrent with the Offering, APUC entered into a cross currency swap to convert the U.S. dollar denominated proceeds from the offering into Canadian dollars, resulting in an effective interest rate to the Company throughout the fixed-rate period of the Notes of approximately 5.96%.

The joint book-running managers for the offering are BofA Merrill Lynch, J.P. Morgan, RBC Capital Markets, and Wells Fargo Securities (collectively, the "Underwriters").

The offering is being made to the public only by means of a short form base shelf prospectus and related prospectus supplement, which are part of an effective registration statement filed with the U.S. Securities and Exchange Commission ("SEC"). The terms of the Notes will be set forth in a final prospectus supplement to be filed by APUC under APUC's issuer profile on SEDAR at www.sedar.com and with the SEC at www.sec.gov. The short form base shelf prospectus and the related prospectus supplement will contain important information about the Notes. Investors should read the short form base shelf prospectus and the related prospectus supplement before making an investment decision. Copies of the short form base shelf prospectus and the related prospectus supplement may be obtained for free by visiting www.sedar.com or EDGAR on the SEC's website at www.sec.gov. Alternatively, APUC, any underwriter or any dealer participating in the offering will arrange to send you the short form base prospectus and the related prospectus supplement if you request it by calling BofA Securities, Inc. toll‐free at 1‐800‐294‐1322; J.P. Morgan Securities LLC at 1‐212‐834‐4533; RBC Capital Markets, LLC toll-free at 1-866-375-6829; or Wells Fargo Securities, LLC toll‐free at 1‐800‐645‐3751.

The Notes are not being qualified for distribution to purchasers in Canada, or to residents of Canada, under the securities laws of the Province of Ontario or any other province or territory of Canada. The Notes may not be, directly or indirectly, offered, sold or delivered in Canada or to residents of Canada except pursuant to an exemption from the prospectus requirements of Canadian securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described in this news release, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

All dollar amounts referenced herein are in U.S. dollars unless otherwise noted.

About Algonquin Power & Utilities Corp.

APUC is a diversified generation, transmission and distribution utility with approximately $9.7 billion of total assets. Through its two business groups, APUC provides rate-regulated natural gas, water, and electricity generation, transmission and distribution utility services to approximately 770,000 connections in the United States, and is committed to being a global leader in the generation of clean energy through ownership of or investments in long-term contracted wind, solar and hydroelectric generating facilities representing over 2 GW of installed capacity. APUC delivers continuing growth through an expanding pipeline of renewable energy, electric transmission, and water infrastructure development projects with a global focus, organic growth within its rate-regulated generation, distribution and transmission businesses, and the pursuit of accretive acquisitions. APUC's common shares, Series A preferred shares, and Series D preferred shares are listed on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A, and AQN.PR.D. APUC's common shares and Series 2018-A subordinated notes are also listed on the New York Stock Exchange under the symbols AQN and AQNA.

Caution Regarding Forward-Looking Information

Certain statements included in this news release constitute ''forward-looking information'' within the meaning of applicable securities laws in each of the provinces of Canada and the respective policies, regulations and rules under such laws and ''forward-looking statements'' within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 (collectively, ''forward-looking statements"). The words "will", "expects", "intends" and similar expressions are often intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Specific forward-looking statements contained in this news release include, but are not limited to: statements regarding the closing of the offering; the listing of the Notes; and the expected use of the net proceeds from the offering. These statements are based on factors or assumptions that were applied in drawing a conclusion or making a forecast or projection, including assumptions based on historical trends, current conditions and expected future developments. Since forward-looking statements relate to future events and conditions, by their very nature they require making assumptions and involve inherent risks and uncertainties. APUC cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from the expectations set out in the forward-looking statements. Material risk factors include those set out in APUC's most recent annual and interim management's discussion and analysis, most recent annual information form and prospectus and prospectus supplement relating to the offering. Given these risks, undue reliance should not be placed on these forward-looking statements, which apply only as of their dates. Other than as specifically required by law, APUC undertakes no obligation to update any forward-looking statements to reflect new information, subsequent or otherwise.

SOURCE Algonquin Power & Utilities Corp.