Northland Power Announces Public Offering of $150 Million of Common Shares, $75 Million of Extendible Convertible Debentures and

Northland Power Announces Public Offering of $150 Million of Common Shares, $75 
Million of Extendible Convertible Debentures and Concurrent Private Placement 
of $50 Million of Common Shares 
FOR: Northland Power Inc. 
FEBRUARY 24, 2014 
Northland Power Announces Public Offering of $150 Million of Common Shares, $75
Million of Extendible Convertible Debentures and Concurrent Private Placement
of $50 Million of Common Shares 
TORONTO, ONTARIO--(Marketwired - Feb. 24, 2014) -  
Northland Power Inc. ("Northland")
(TSX:NPI)(TSX:NPI.PR.A)(TSX:NPI.PR.C)(TSX:NPI.DB.A) announced today that it has
entered into an agreement with a syndicate of underwriters led by CIBC and BMO
Capital Markets to issue to the public in Canada subject to regulatory
approval, on a bought deal basis, 9,375,000 of common shares (the "Common
Shares") at a price of $16.00 per Common Share, representing $150,000,000
of gross proceeds, and $75,000,000 aggregate principal amount of 5.00%
extendible convertible unsecured subordinated debentures (the
Northland has granted an over-allotment option, exercisable at any time up to
30 days after closing of the offering, to acquire up to 468,750 additional
Common Shares, representing 5% of the Common Share offering and up to
$3,750,000 principal amount of Debentures, representing 5% of the Debenture
offering, at the same offering price and substantially the same offering terms,
Concurrently with the closing of the bought deal offering (the
"Offering"), in satisfaction of pre-emptive rights, Northland will
issue 3,125,000 Common Shares to Northland Power Holdings Inc.
("NPHI"), a company controlled by Mr. James C. Temerty, or an
affiliate thereof, on a private placement basis, at the same price per Common
Share being offered to the public pursuant to the Offering (the "Private
Placement") for gross proceeds of approximately $50,000,000. After giving
effect to the Private Placement and the Offering, Mr. Temerty, together with
his associates and affiliates, will hold, collectively, 1,000,000 Class A
Shares and 50,777,454 Common Shares of Northland, representing an approximate
35% interest in Northland on a fully-diluted basis.   
Northland intends to use the proceeds of the Offering, net of the
underwriters' fees, and the proceeds of the Private Placement to fund a
portion of Northland's equity commitment and subordinated loan to project
Gemini (as further described below) and for general corporate purposes.   
As previously announced, Northland has entered into agreements to acquire a 60%
equity interest in the Gemini Offshore Wind Project, a 600 MW offshore wind
project located approximately 85 kilometers off the coast of the Netherlands in
the North Sea ("Gemini" or the "Project"). The Project was
awarded 15-year electricity off-take agreements by the Government of the
Netherlands in 2010. Once operational, the Project will be one of the largest
wind farms in the world, with anticipated electricity production capable of
powering more than 785,000 households. The Project is expected to be completed
in 2017. 
Gemini's total capital cost is projected to be approximately EUR2.8
billion and is expected to be funded from a combination of non-recourse project
debt, subordinated debt and equity. Northland's total investment,
including its pro-rata share of the equity and subordinated debt financing, is
expected to be approximately $550 million, at current exchange rates, which
will be satisfied through this Offering, the Private Placement, and borrowings
under its corporate credit facility and available cash balances. 
The next significant milestone date is the closing of the debt and equity
commitments for the Project ("Financial Close"). Financial Close is
expected to occur no later than June 30, 2014.  
The Debentures will have an initial maturity date of June 30, 2014. If the
Financial Close takes place prior to the initial maturity date, the maturity
date will be automatically extended to June 30, 2019. If the Financial Close
does not take place prior to the initial maturity date, the Debentures will
mature on the initial maturity date. The Debentures will be convertible at the
option of the holder after the initial maturity date into Shares at a price of
$21.60 per Share.  
Northland will, by February 26, 2014, file with the securities regulatory
authorities in each of the provinces of Canada a prospectus supplement to its
base shelf prospectus dated March 23, 2012 relating to the issuance of the
Common Shares, the Debentures and the Common Shares issuable on the redemption,
conversion or maturity of the Debentures. Closing of the Offering is expected
on or about March 5, 2014.   
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 news release does not constitute
an offer to sell or the solicitation of any offer to buy, nor will there be any
sale of these securities, in any province, state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such province, state or
As of February 21, 2014, Northland had 132,370,444 Common Shares issued and
Northland is an independent power producer founded in 1987, and publicly traded
since 1997. Northland develops, builds, owns and operates facilities that
produce 'clean' (natural gas) and 'green' (wind, solar, and
hydro) energy, providing sustainable long-term value to shareholders,
stakeholders, and host communities.  
The company owns or has a net economic interest in 1,349 MW of operating
generating capacity, with an additional 110 MW (80 MW net to Northland) of
generating capacity currently in construction, and another 150 MW (79 MW net to
Northland) of wind, solar and run-of-river hydro projects with awarded power
contracts. In addition, Northland has acquired the rights to a majority equity
stake in Gemini. Northland's cash flows are diversified over five
geographically separate regions and regulatory jurisdictions in Canada, Europe
and the United States.  
Northland's common shares, Series 1 and Series 3 preferred shares and
convertible debentures trade on the Toronto Stock Exchange under the symbols
NPI, NPI.PR.A, NPI.PR.C and NPI.DB.A, respectively. 
This release contains certain forward-looking statements which are provided for
the purpose of presenting information about management's current
expectations and plans. Readers are cautioned that such statements may not be
appropriate for other purposes. Forward-looking statements include statements
that are predictive in nature, depend upon or refer to future events or
conditions, or include words such as "expects,"
"anticipates," "plans," "believes,"
"estimates," "intends," "targets,"
"projects," "forecasts" or negative versions thereof and
other similar expressions, or future or conditional verbs such as
"may," "will," "should," "would" and
"could." These statements may include, without limitation, statements
regarding the Offering, the Private Placement, the Project, the Financial
close, future adjusted EBITDA, free cash flows, dividend payment and dividend
payout ratios, the construction, completion, attainment of commercial
operations, cost and output of development projects, plans for raising capital,
and the operations, business, financial condition, priorities, ongoing
objectives, strategies and outlook of Northland and its subsidiaries. These
statements are based upon certain material factors or assumptions that were
applied in developing the forward-looking statements, including the design
specifications of development projects, the provisions of contracts to which
Northland or a subsidiary is a party, management's current plans, its
perception of historical trends, current conditions and expected future
developments, as well as other factors that are believed to be appropriate in
the circumstances. Although these forward-looking statements are based upon
management's current reasonable expectations and assumptions, they are
subject to numerous risks and uncertainties. Some of the factors that could
cause results or events to differ from current expectations include, but are
not limited to, construction risks, counterparty risks, operational risks,
foreign exchange rates, regulatory risks, maritime risks for construction and
operation, and the variability of revenues from generating facilities powered
by intermittent renewable resources and the other factors described in the
"Risks and Uncertainties" section of Northland's 2012 Annual
Report and Annual Information Form, both of which can be found at
under Northland's profile and on Northland's website Northland's actual results could differ materially
from those expressed in, or implied by, these forward-looking statements and,
accordingly, no assurances can be given that any of the events anticipated by
the forward-looking statements will transpire or occur. 
The forward-looking statements contained in this release are based on
assumptions that were considered reasonable on February 24, 2014. Other than as
specifically required by law, Northland undertakes no obligation to update any
forward-looking statements to reflect events or circumstances after such date
or to reflect the occurrence of unanticipated events, whether as a result of
new information, future events or results, or otherwise. 
Northland Power Inc.
Barb Bokla
Manager, Investor Relations
Northland Power Inc.
Adam Beaumont
Director of Finance
(416) 962-6266 
INDUSTRY:  Energy and Utilities - Alternative Energy, Energy and Utilities -
Utilities, Energy and Utilities - Pipelines 
-0- Feb/24/2014 20:42 GMT
Press spacebar to pause and continue. Press esc to stop.