Atlantic Power Corporation Announces Agreement to Acquire Ridgeline Energy Holdings, Inc.

Atlantic Power Corporation Announces Agreement to Acquire Ridgeline Energy 
Holdings, Inc. 
BOSTON, Nov. 16, 2012 /CNW/ - Atlantic Power Corporation (NYSE: AT) (TSX: ATP) 
("Atlantic Power" or the "Company") today announced that it has entered into 
an agreement with Veolia Environnement SA ("Veolia") to acquire all of the 
outstanding shares of Ridgeline Energy Holdings, Inc. ("Ridgeline Energy" or 
"Ridgeline"), currently a wholly-owned subsidiary of Eolfi SA, a European 
renewable power development company majority owned by Veolia (the 
"The Acquisition will add interests in three wind projects totaling 150 net 
MW, two in operation and one completing construction by year end," said Barry 
Welch, President and CEO of Atlantic Power.  "These projects have 20-year and 
25-year power purchase agreements ("PPAs") with investment grade off-takers, 
and are expected to generate $9 to $12 million of operating cash flow per year 
starting in 2013.  In addition, the Company will acquire Ridgeline's 
development pipeline, which includes approximately 1,000 MW of solar and wind 
projects.  The Ridgeline team will add substantial experience in renewable 
project acquisition, development, construction and asset management to the 
Company.  The Ridgeline acquisition strengthens our ability to execute 
development stage projects which is one of our target growth areas. It also 
complements our other growth area, operating project acquisitions, as 
exemplified by the Capital Power Income LP transaction completed a year ago.  
In combination with cash flows from our existing diversified portfolio of 
assets, these growth initiatives will continue to support our dividend." 
Ridgeline Energy currently has a wind and solar development pipeline of more 
than 20 projects in the U.S. totaling approximately 1,000 MW.  Planned 
development expenditures in 2013 are focused on near-term opportunities where 
PPAs can be obtained quickly, including solar sites where investment tax 
credits remain available and construction could be completed as early as the 
first quarter of 2014.  Wind development viability will depend on continued 
support from renewable portfolio standards in more than 30 states and a 
possible extension of production tax credits.  While the amount of development 
expenditures could vary significantly depending on ongoing progress with the 
pipeline projects, the Company's current estimate is that the net impact of 
those investments along with cash flow from the operating projects will be 
approximately neutral in 2013 to 2015, and significantly accretive thereafter. 
The Acquisition will increase the Company's ownership interest in the Rockland 
project to a 50% managing member interest from 30%, and add a 12.5% interest 
in Ridgeline's 125 MW Goshen North project.  As part of the acquisition of 
Ridgeline, the Company will also acquire 100% of Meadow Creek, a 120 MW wind 
project currently under construction in Idaho, with a commercial operation 
date ("COD") expected in December 2012. 
As part of the Acquisition, Atlantic Power will integrate Ridgeline's team of 
over 30 employees, which has a broad set of competencies essential for the 
successful identification, resource assessment, development (including 
permitting), construction and operation of large-scale renewable power 
projects.  Ridgeline was responsible for developing Idaho's first utility 
scale wind project and has successfully developed three additional wind 
projects totaling 325 MW, including Rockland and Goshen North.  As a part of 
Atlantic Power, this team will also assist the Company in its assessment and 
pursuit of other renewable acquisitions and in managing Atlantic Power's 
growing renewable energy portfolio. 
The total cost of the Acquisition will be approximately $88 million, subject 
to working capital adjustments.  The Company currently intends to fund the 
acquisition from the net proceeds of a planned issuance of convertible debt. 
The Acquisition is subject to approval from the Federal Energy Regulatory 
Commission as well as other regulatory agencies.  In addition to customary 
closing conditions, the Acquisition closing is subject to the Company 
obtaining financing and the Meadow Creek project achieving certain commercial 
operating milestones.  The Acquisition is expected to close on or before 
December 31, 2012. 
For additional information, see the Company's Current Report on Form 8-K filed 
with the Securities and Exchange Commission on November 16, 2012. 
This press release does not constitute an offer to sell or the solicitation of 
an offer to buy any securities and shall not constitute an offer, solicitation 
or sale in any jurisdiction in which, or to any persons to whom, such 
offering, solicitation or sale would be unlawful. 
About Atlantic Power  Atlantic Power is a leading publicly traded, power 
generation and infrastructure company with a well-diversified portfolio of 
assets in the United States and Canada. The Company's power generation 
projects sell electricity to utilities and other large commercial customers 
under long-term power purchase agreements, which seek to minimize exposure to 
changes in commodity prices.  The net generating capacity of the Company's 
projects is approximately 2,117 MW, consisting of interests in 30 operational 
power generation projects across 11 states and 2 provinces and also an 
84-mile, 500 kilovolt electric transmission line located in California.  In 
addition, the Company has a 53 MW biomass project under construction in 
Georgia and an approximately 300 MW wind project under construction in 
Oklahoma, both of which are expected to achieve commercial operation later 
this year.  Atlantic Power also owns a majority interest in Rollcast Energy, a 
biomass power plant developer in Charlotte, NC.  Atlantic Power is 
incorporated in British Columbia, headquartered in Boston and has offices in 
Chicago, Toronto, Vancouver and San Diego. 
The Company's corporate strategy is to increase the value of the Company 
through accretive acquisitions in North American markets while generating 
stable, contracted cash flows from its existing assets to sustain its dividend 
payout to shareholders.  The Company's dividend is currently paid monthly at 
an annual rate of Cdn$1.15 per share. 
Atlantic Power has a market capitalization of approximately $1.4 billion and 
trades on the New York Stock Exchange under the symbol AT and on the Toronto 
Stock Exchange under the symbol ATP.  For more information, please visit the 
Company's website at or contact: 
Atlantic Power Corporation  Amanda Wagemaker, Investor Relations  (617) 
Copies of financial data and other publicly filed documents get filed on SEDAR 
at or on EDGAR at under "Atlantic Power 
Corporation" or on the Company's website. 
Cautionary Note Regarding Forward-looking Statements   To the extent any 
statements made in this news release contain information that is not 
historical, these statements are forward-looking statements within the meaning 
of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E 
of the U.S. Securities Exchange Act of 1934, as amended, and forward-looking 
information as defined under Canadian securities law (collectively, 
"forward-looking statements"). 
Certain statements in this news release may constitute "forward-looking 
statements", which reflect the expectations of management regarding the 
acquisition of Ridgeline and the future growth, results of operations, 
performance and business prospects and opportunities of the Company and its 
projects and other matters.  These statements, which are based on certain 
assumptions and describe the Company's future plans, strategies and 
expectations, can generally be identified by the use of the words "may," 
"will," "project," "continue," "believe," "intend," "anticipate," "expect" or 
similar expressions that are predictions of or indicate future events or 
trends and which do not relate solely to present or historical matters.  
Examples of such statements in this press release include, but are not 
limited, to statements with respect to the following: 

    --  The expectation that the Acquisition is significantly accretive
        after 2015;
    --  The expectation that expenditures on Ridgeline's pipeline will
        vary significantly based on ongoing progress with the pipeline
    --  The expectation that the projects acquired with Ridgeline will
        generate $9 to $12 million a year in operating cash flow
        starting in 2013;
    --  The expectations regarding the COD for Meadow Creek;
    --  The expectations regarding planned expenditures on Ridgeline's
        pipeline as well as the viability of the solar and wind
        projects in the pipeline;
    --  The expectation that closing conditions of the Ridgeline
        acquisition will be met and the expectation that the
        Acquisition will close on or before December 31, 2012;
    --  The expectations for the commercial operation by year-end of
        the Company's Piedmont and Canadian Hills projects; and
    --  The expectation that total consideration paid for the Ridgeline
        acquisition will be approximately $88 million, subject to
        working capital adjustments, and will be financed by issuing
        convertible debt.

Forward-looking statements involve significant risks and uncertainties, should 
not be read as guarantees of future performance or results, and will not 
necessarily be accurate indications of whether or not, or the times at or by 
which, such performance or results will be achieved.  A number of factors 
could cause actual results to differ materially from the results discussed in 
the forward-looking statements, including, but not limited to, the factors 
discussed under "Risk Factors" in the Company's periodic reports as filed with 
the Securities and Exchange Commission and applicable securities regulatory 
authorities in Canada from time to time.  Although the forward-looking 
statements contained in this news release are based upon what are believed to 
be reasonable assumptions, investors cannot be assured that actual results 
will be consistent with these forward-looking statements, and the differences 
may be material.  These forward-looking statements are made as of the date of 
this news release and, except as expressly required by applicable law, the 
Company assumes no obligation to update or revise them to reflect new events 
or circumstances.  The financial outlook information contained in this news 
release is presented to provide readers with guidance on the cash 
distributions expected to be received by the Company and to give readers a 
better understanding of the Company's ability to pay its current level of 
distributions into the future.  Readers are cautioned that such information 
may not be appropriate for other purposes.

PRN Photo Desk,

SOURCE: Atlantic Power Corporation

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CO: Atlantic Power Corporation
ST: Massachusetts

-0- Nov/16/2012 14:01 GMT

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