Capital Power Corporation (TSX: CPX) and EPCOR Utilities Inc. announced today that EPCOR has completed its sale of 9,450,000 common shares of Capital Power at an offering price of $23.85 per common share for aggregate gross proceeds to EPCOR Power Development Corporation of $225,382,500.
The aggregate offering is comprised of the previously announced offering of 9,000,000 shares at $23.85 per share for gross proceeds of approximately $214 million, together with the underwriters exercising the over-allotment option for the sale of an additional 450,000 shares at $23.85 per share for additional gross proceeds of approximately $11 million. The underwriting syndicate for the offering was co-led by CIBC and TD Securities Inc. as bookrunners.
In connection with the offering, EPDC has exchanged (the "Exchange") all of its remaining outstanding Exchangeable Common Limited Partnership Units of Capital Power L.P., not otherwise exchanged in connection with the closing of the secondary offering, for common shares of Capital Power in accordance with the terms of the Exchangeable Common Limited Partnership Units. After giving effect to the secondary offering and Exchange EPCOR owns approximately 9.1% of the common shares of Capital Power.
EPCOR plans to eventually sell all or a substantial portion of its remaining interest in Capital Power subject to market conditions, based on its requirements for capital and other circumstances that may arise in the future. EPCOR anticipates that future sales of common shares by it will be completed by other means including through the facilities of the Toronto Stock Exchange, private agreement or other suitable arrangements available under applicable law. Additionally, as the Registration Rights Agreement between EPCOR and Capital Power has been terminated in accordance with its terms following the secondary offering and Exchange, Capital Power will no longer be obligated to assist EPCOR in making a secondary offering under a prospectus.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Capital Power in the United States or in any jurisdiction in which such offer, solicitation of sale would be unlawful. These securities have not been and will not be registered under the U.S. Securities Act or any U.S. state securities laws and may not be offered or sold in the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws or pursuant to an exemption therefrom.
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