HALIFAX, Nova Scotia--(BUSINESS WIRE)--Emera Incorporated (“Emera”) today announced that the 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”) expired at midnight, New York City Time, on November 26, 2021.
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 were guaranteed by Emera and Emera US Holdings Inc., a wholly owned direct and indirect subsidiary of Emera.
The Old Notes were 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 were able to exchange the Old Notes for the New Notes in an equal principal amount. The terms of the New Notes 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.
The Issuer has been advised that tenders with respect to USD $750 million aggregate principal amount of the Old Notes out of a total of USD $750 million aggregate principal amount outstanding were received prior to the expiration of the Exchange Offer.
The Issuer expects to issue an equal principal amount of the New Notes of each series in exchange for the Old Notes of each series that were validly tendered. Settlement of the Exchange Offer is expected to occur on or about December 2, 2021, subject to certain customary conditions.
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 have been distributed to holders of the Old Notes. The completion of the Exchange Offer remains subject to the terms and conditions stated in the Exchange Offer documents. D.F. King & Co., Inc., is acting as the exchange agent for the Exchange Offer and can be contacted at 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.
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 $33 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.