HALIFAX, Nova Scotia, October 28, 2021--(BUSINESS WIRE)--Emera Incorporated ("Emera") today announced the commencement of an exchange offer (the "Exchange Offer") for USD $750 million aggregate principal amount of outstanding senior unsecured notes (the "Old Notes") by its wholly owned indirect subsidiary, Emera US Finance LP (the "Issuer").
On June 4, 2021, the Issuer completed the issuance of the Old Notes to "qualified institutional buyers" under Rule 144A of the United States Securities Act of 1933, as amended (the "Securities Act"), to non-U.S. persons under Regulation S of the Securities Act and on a private placement basis in Canada. The Old Notes are guaranteed by Emera and Emera US Holdings Inc., a wholly owned direct and indirect subsidiary Emera.
The Old U.S. Notes are as follows:
USD $300 million 0.833% Notes due 2024
USD $450 million 2.639% Notes due 2031
In connection with the initial issuance of the Old Notes, the Issuer entered into a registration rights agreement with the initial purchasers of the Old Notes in which it undertook to offer to exchange the Old Notes for new notes registered under the Securities Act (the "New Notes").
Pursuant to an effective registration statement on Form F-10/Form S-4 filed with the United States Securities and Exchange Commission (the "SEC"), holders of the Old Notes will be able to exchange the Old Notes for New Notes in an equal principal amount. The terms of the New Notes to be issued in the Exchange Offer are identical in all material respects to the terms of the Old Notes except that the New Notes have been registered under the Securities Act and will not bear any legend restricting transfer. The registration rights and additional interest provisions relating to the Old Notes do not apply to the New Notes.
On October 28, 2021, the Issuer commenced the Exchange Offer pursuant to a registration statement that has been declared effective by the SEC. Expiration of the Exchange Offer is expected to occur at 11:59 p.m., New York City time on November 26, 2021 (unless otherwise terminated or extended), with settlement of the Exchange Offer occurring shortly thereafter.
The terms of the Exchange Offer are set forth in a prospectus dated October 28, 2021. Tenders of Old Notes must be made before the Exchange Offer expires and may be withdrawn any time prior to expiration of the Exchange Offer. Documents related to the Exchange Offer, including the prospectus and the associated letter of transmittal, have been filed with the SEC and may be obtained from the exchange agent, D.F. King & Co., Inc., 48 Wall Street - 22nd Floor, New York, New York 10005, attention: Michael Horthman; banks and brokers call collect: (212) 269-5550, all others call toll-free (877) 732-3617.
This announcement is neither an offer to buy nor a solicitation of an offer to sell any of the Issuer or Emera’s securities. The Exchange Offer is being made only pursuant to the Exchange Offer documents which have been filed with the SEC including the prospectus and letter of transmittal that are being distributed to holders of the Old Notes.
Forward Looking Information
This news release contains forward-looking information within the meaning of applicable securities laws. 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 a 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’s 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.
Emera Inc. is a geographically diverse energy and services company headquartered in Halifax, Nova Scotia, with approximately $31 billion in assets and 2020 revenues of more than $5.5 billion. The company primarily invests in regulated electricity generation and electricity and gas transmission and distribution with a strategic focus on transformation from high carbon to low carbon energy sources. Emera has investments in Canada, the United States and in four Caribbean countries. Emera’s 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, EMA.PR.F, EMA.PR.H, EMA.PR.J and EMA.PR.L. Depositary receipts representing common shares of Emera are listed on the Barbados Stock Exchange under the symbol EMABDR and on The Bahamas International Securities Exchange under the symbol EMAB. Additional information can be accessed at www.emera.com or at www.sedar.com.
Source: Emera Inc.
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Dave Bezanson VP, Investor Relations & Pensions