The Transaction adds 230MW of clean energy to Boralex’s asset portfolio’s weighted average PPA term to 16 years.
NRWF is expected to generate approximately $84m in annual run-rate EBITDA(A) and the Transaction is expected to be double-digit accretive to 2017 discretionary cash flow per share.
The Transaction was financed in part through a public offering of subscription receipts of Boralex (the Subscription Receipts), for gross proceeds of approximately $172,518,975 (the Offering), which includes the full exercise of the over-allotment option by the Underwriters.
The Subscription Receipts were offered by way of a short form prospectus dated December 16, 2016 in all of the provinces of Canada.
The Subscription Receipts were, under their terms, exchangeable on a one-for-one basis for class A shares of Boralex (the Common Shares), for no additional consideration or further action, upon closing of the Transaction.
The Offering, which closed on December 23, 2016, was completed through a syndicate of underwriters led by National Bank Financial and RBC Capital Markets, and including BMO Nesbitt Burns, CIBC World Markets, Desjardins Securities, TD Securities, Cormark Securities, Industrial Alliance Securities and Raymond James (collectively the Underwriters), who have purchased, on a bought deal basis, an aggregate of 10,361,500 Subscription Receipts of the Corporation at a price of $16.65 per Subscription Receipt.
As a result of the closing of the Transaction, the 10,361,500 Subscription Receipts issued in connection with the Offering will be, in accordance with their terms, automatically exchanged for Common Shares of Boralex on a one-for-one basis.
Boralex expects that the trading on the Toronto Stock Exchange of the Subscription Receipts will be de-listed after markets close today.
