Emera Announces Offering of $200 Million of Preferred Shares
24 Março 2021 - 10:20AM
Emera Incorporated (“
Emera”) (TSX:EMA) announced
today that it will issue 8,000,000 Cumulative Minimum Rate Reset
First Preferred Shares, Series J (the “
Series J Preferred
Shares”) at a price of $25.00 per share and at an initial
annual dividend rate of 4.25 per cent, for aggregate gross proceeds
of $200 million on a bought deal basis to a syndicate of
underwriters in Canada led by Scotiabank and RBC Capital Markets.
Emera has granted to the underwriters an option, exercisable at any
time up to two business days prior to the closing of the offering,
to purchase up to an additional 2,000,000 Series J Preferred Shares
at a price of $25.00 per share (the “
Underwriters’
Option”). If the Underwriters’ Option is exercised in
full, the aggregate gross proceeds to Emera will be $250 million.
The holders of the Series J Preferred Shares
will be entitled to receive fixed cumulative preferential cash
dividends at an annual rate of $1.0625 per share, payable
quarterly, as and when declared by the board of directors of Emera,
yielding 4.25 per cent per annum, for the initial period ending on
May 15, 2026. The first of such dividends, if declared, shall be
payable on August 15, 2021, and shall be $0.38134 per Series J
Preferred Share, based on the anticipated closing of the offering
on April 6, 2021. The dividend rate will be reset on May 15, 2026
and every five years thereafter at a rate equal to the sum of the
then five-year Government of Canada bond yield plus 3.28 per cent,
provided that, in any event, such rate shall not be less than 4.25
per cent per annum. The Series J Preferred Shares are redeemable by
Emera, at its option, on May 15, 2026 and on May 15 of every fifth
year thereafter.
The holders of Series J Preferred Shares will
have the right to convert their shares into Cumulative Floating
Rate First Preferred Shares, Series K (the “Series K
Preferred Shares”), subject to certain conditions, on May
15, 2026 and on May 15 of every fifth year thereafter. The holders
of the Series K Preferred Shares will be entitled to receive
quarterly floating rate cumulative preferential cash dividends, as
and when declared by the board of directors of Emera, at a rate
equal to the sum of the 90-day Government of Canada treasury bill
rate at such time plus 3.28 per cent.
The offering is subject to the receipt of all
necessary regulatory and stock exchange approvals. The net proceeds
of the offering will be used for general corporate purposes.
The Series J Preferred Shares will be offered to
the public in Canada by way of prospectus supplement to Emera's
short form base shelf prospectus dated March 12, 2021. The
securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.
This media release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any offer, solicitation or sale of the securities in any province,
state or jurisdiction in which such offer, solicitation or sale
would be unlawful.
Forward Looking Information
This news release contains forward‐looking
information within the meaning of applicable securities laws.
including statements concerning the anticipated sale and
distribution of preferred shares, the volume and timing of the sale
and distribution of preferred shares and Emera’s intended use of
the net proceeds of the offering of preferred shares. Undue
reliance should not be placed on this forward-looking information,
which applies only as of the date hereof. 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
“Enterprise Risk and Risk Management” in Emera’s annual
Management’s Discussion and Analysis, and under the heading
“Principal Financial Risks and Uncertainties” in the notes to
Emera’s annual financial statements, copies of which are available
electronically under Emera’s profile on SEDAR at www.sedar.com.
About Emera
Emera 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 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 throughout North
America, 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 and EMA.PR.H. 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.
For more information, please
contact:Emera Investor
Relations:Ken McOnie, VP, Investor Relations and
Treasurer902‐428‐6945ken.mconie@emera.com
Erin Power, Manager, Investor Relations 902-428-6760
erin.power@emera.com
Media:902-222-2683media@emera.com
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