Press release from Marketwire
Macquarie Power & Infrastructure Income Fund Announces Bought Deal Financing
Tuesday, December 14, 2010
TORONTO, ONTARIO--(Marketwire - Dec. 14, 2010) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Macquarie Power & Infrastructure Income Fund (TSX:MPT.UN)(TSX:MPT.DB.A) ("MPT" or the "Fund) today announced that it has entered into an agreement with a syndicate of underwriters led by Macquarie Capital Markets Canada Ltd.1 and TD Securities Inc. (the "Underwriters") for a bought deal private placement offering of 7,895,000 units of the Fund ("Units") at a price of $7.60 per Unit for gross proceeds to the Fund of approximately $60 million (the "Offering").
The net proceeds of the Offering will be used by the Fund for acquisitions and for general purposes. With this additional capital, the Fund will have more than $200 million to deploy towards acquisitions. When the Fund's recent investments in the Swedish district heating business and Amherstburg Solar Park are excluded, the Fund will have more than $60 million to pursue new acquisitions.
"We appreciate the strong financial community support of MPT's mandate and strategy and look forward to further broadening our relationships with investors," said Michael Bernstein, President and Chief Executive Officer, MPT. "The proceeds from this offering will enhance our financial flexibility to pursue new growth opportunities that will increase the scale and value of our portfolio."
The Fund has granted the Underwriters an option, exercisable in whole or in part at any time up to 48 hours prior to the closing of the Offering, to increase the size of the Offering by up to 15%.
The Offering is subject to approval by the Toronto Stock Exchange and other customary conditions and is scheduled to close on December 22, 2010.
The securities to be offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be sold in the United States absent registration or an applicable exemption from the registration requirements.
About Macquarie Power & Infrastructure Income Fund
Macquarie Power & Infrastructure Income Fund's mission is to build and responsibly manage a portfolio of high quality core infrastructure businesses in Canada and internationally in order to deliver a superior total return to investors through stable dividends and capital appreciation. MPT's portfolio currently includes investments in gas cogeneration, wind, hydro and biomass power generating facilities across Canada, representing approximately 350 MW of installed capacity. MPT is also developing a 20 MW solar power facility in Ontario. MPT is managed by an affiliate of Macquarie Group Limited. Please visit www.macquarie.com/mpt for additional information. Effective January 1, 2011, MPT will convert into Macquarie Power and Infrastructure Corporation, a dividend-paying corporation publicly listed on the Toronto Stock Exchange under the symbol "MPT".
Notice to Readers
This news release is not an offer or invitation for subscription or purchase of or a recommendation of securities. It does not take into account the investment objectives, financial situation and particular needs of the investor. Before making an investment in the Fund, the investor or prospective investor should consider whether such an investment is appropriate to their particular investment needs, objectives and financial circumstances and consult our investment adviser if necessary.
None of the entities noted in this news release is an authorized deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia). The obligations of these entities do not represent deposits or other liabilities of Macquarie Bank Limited ABN 46 008 583 542. Macquarie Bank Limited does not guarantee or otherwise provide assurance in respect of the obligations of these entities.
Certain of the statements contained in this news release are forward-looking and reflect management's expectations regarding the Fund's future growth, results of operations, performance and business based on information currently available to the Fund. Forward-looking statements are provided for the purpose of presenting information about management's current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements use forward-looking words, such as "anticipate", "continue", "could", "expect", "may", "will", "estimate", "believe" or other similar words.
The forward-looking statements in this news release are based on information currently available and what the Fund currently believes are reasonable assumptions, including the material assumptions for each of the Fund's assets set out in the Fund's 2009 Annual Report under the heading "Outlook" on page 42, as updated in subsequently filed Quarterly Financial Reports of the Fund (such documents are available on the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval ("SEDAR") at www.sedar.com). Other material factors or assumptions that were applied in formulating the forward-looking statements contained herein include the assumption that the business and economic conditions affecting the Fund's operations will continue substantially in their current state, including, with respect to industry conditions, general levels of economic activity, regulations, weather, taxes and interest rates, that there will be no unplanned material changes to the Fund's facilities, equipment or contractual arrangements, and that the Offering will be completed.
Although the Fund believes that it has a reasonable basis for the expectations reflected in these forward-looking statements, actual results may differ from those suggested by the forward-looking statements for various reasons, including risks related to: power infrastructure (operational performance; power purchase agreements; fuel costs and supply; contract performance; development risk; technology risk; default under credit agreements; land tenure and related rights; regulatory regime and permits; environmental, health and safety; climate change and the environment; force majeure; the Fund (changes in federal tax rules for flow-through entities; other tax-related risks; variability of distributions; geographic concentration and non-diversification; dependence on Macquarie Power Management Ltd. ("MPML" or the "Manager") and potential conflicts of interest; insurance; environmental, health and safety regime; availability of financing; unitholder dilution; volatile market price for units; international financial reporting standards; nature of units; unitholder liability) and that the conditions to the Offering will not be satisfied. There are also a number of risks related to the Fund's Plan of Arrangement (the "Arrangement") providing for the conversion of the Fund into a dividend-paying corporation ("MPIC") on or about January 1, 2011 and to the activities of MPIC or the ownership of MPIC common shares, including risks relating to: changes to the Arrangement structure; the assessment of fair market value of the Fund units and MPIC common shares; the satisfaction of conditions precedent to the Arrangement; the receipt of regulatory approvals affecting the Arrangement; the realization of the anticipated benefits of the Arrangement; the impact on the Fund's unit price and future business operations of the Fund should the Arrangement not be completed; dilution of MPIC shareholders; the payment of dividends by MPIC, which are not guaranteed; and unpredictability and volatility of the common share price of MPIC.
For a more comprehensive description of these and other possible risks, please see the Fund's Annual Information Form dated March 25, 2010 for the year ended December 31, 2009 as updated in subsequently filed Quarterly Financial Reports and other filings of the Fund with the Canadian securities regulators. These filings are available on SEDAR at www.sedar.com. The assumptions, risks and uncertainties described above are not exhaustive and other events and risk factors could cause actual results to differ materially from the results and events discussed in the forward-looking statements. These forward-looking statements reflect current expectations of the Fund as at the date of this news release and speak only as at the date of this news release. Except as may be required by law, the Fund does not undertake any obligation to publicly update or revise any forward-looking statements.
1 Macquarie Capital Markets Canada Ltd. is a wholly-owned subsidiary of Macquarie Group Limited and accordingly is a related party of Macquarie Power Management Ltd., the administrator of the Fund.
FOR FURTHER INFORMATION PLEASE CONTACT:
Michael Smerdon Macquarie Power & Infrastructure Income Fund Vice President and Chief Financial Officer (416) 607 5167 firstname.lastname@example.org
Sarah Borg-Olivier Macquarie Power & Infrastructure Income Fund Vice President, Investor Relations (416) 607 5009 email@example.com