Atlantic Power Corporation Releases Fourth Quarter and Year End 2013 Results

Atlantic Power Corporation Releases Fourth Quarter and Year End 2013 Results 
BOSTON, Feb. 27, 2014 /CNW/ - Atlantic Power Corporation (NYSE: AT) (TSX: ATP) 
("Atlantic Power" or the "Company") today released its results for the three 
months and year ended December 31, 2013. 
All amounts are in U.S. dollars unless otherwise indicated. Cash Available for 
Distribution, Cash Distributions from Projects, Payout Ratio, and Project 
Adjusted EBITDA are not recognized measures under generally accepted 
accounting principles in the United States ("GAAP") and do not have 
standardized meanings prescribed by GAAP; therefore, these measures may not be 
comparable to similar measures presented by other companies. Please see 
"Regulation G Disclosures" attached to this news release for an explanation 
and the GAAP reconciliation of "Cash Available for Distribution", "Cash 
Distributions from Projects", "Payout Ratio" and "Project Adjusted EBITDA" as 
used in this news release. Going forward, the Company expects to provide 
guidance and updates regarding Project Adjusted EBITDA and Free Cash Flow, 
which are non-GAAP measures, along with reconciliations to project income and 
cash flows from operating activities, respectively, the most directly 
comparable GAAP measures. 
Full Year 2013 Financial Highlights 


        --  Project income increased $93.7 million to $64.3 million in 2013
            compared to a project loss of $(29.4) million in 2012
        --  Cash flows from operating activities, including discontinued
            operations, decreased $14.7 million from 2012 to $152.4 million
            in 2013
        --  Project Adjusted EBITDA increased $42.9 million from 2012 to
            $270.5 million in 2013, slightly above the midpoint of the
            Company's revised guidance range
        --  Cash Available for Distribution, including discontinued
            operations, decreased $22.8 million from 2012 to $108.8 million
            in 2013, above the upper end of the Company's guidance range

Recent Financing Developments
        --  Made significant progress in achieving financial goals of
            addressing near-term debt maturities, gaining additional
            financial flexibility and reducing debt over time
            o Closed new $210 million senior secured revolving credit
              facility maturing in 2018, which replaced the existing $150
              million revolver maturing in March 2015
            o Closed new $600 million senior secured term loan maturing in
              2021; proceeds applied to redeem $415 million of debt with
              maturities in 2014, 2015 and 2017
            o All-in interest rate on new facilities of 4.75% is favorable
              to the weighted average rate on debt redeemed (5.9%)
        --  Converted Piedmont's construction loan to a $68.5 million term
            loan maturing in August 2018

2014 Guidance
        --  Project Adjusted EBITDA in the range of $280 to $305 million
        --  Free Cash Flow in the range of $0 to $25 million, after
            discretionary capex of approximately $18 million, projected
            repayment of project debt and amortization of the new term loan
            totaling approximately $79 million

"Our projects performed well and our financial results met or exceeded our 
guidance for the year. In 2014, we expect growth of 8% in Project Adjusted 
EBITDA, including an initial contribution from investments made last year to 
optimize the performance of our projects," said Barry Welch, President and CEO 
of Atlantic Power.  "We are ramping up these efforts and have now committed to 
$27 million of organic growth investments through 2014, which we expect will 
produce a run-rate Project Adjusted EBITDA contribution of at least $8 million 
in 2015."

Mr. Welch continued, "We were very pleased with the successful execution of 
our refinancing, which is an important step in increasing our financial 
flexibility and liquidity and addressing our near-term debt maturities.  In 
addition, we plan to redeem our C$45 million convertible debenture due in 
October with cash on hand and, subject to market and other conditions, may 
reduce up to $150 million of additional debt with the excess proceeds from the 
financing and a portion of cash on hand.  Additionally, we will be evaluating 
a range of options, including asset sales or joint ventures to raise capital 
in a cost-effective manner for growth or additional debt reduction, as well as 
broader strategic options to improve shareholder value.  Our dividend level 
will be reviewed as part of this analysis."
     _____________________________________________________________________
    |Atlantic Power Corporation                                           |
    |_____________________________________________________________________|
    |Table 1 – Selected Results                                     |
    |_____________________________________________________________________|
    |(in millions of U.S. dollars, except as otherwise stated)            |
    |_____________________________________________________________________|
    |                                            |       |                |
    |____________________________________________|_______|________________|
    |                                            |Years ended December 31,|
    |____________________________________________|________________________|
    |Unaudited                                   |2013   |2012            |
    |____________________________________________|_______|________________|
    |Excluding results from discontinued         |       |                |
    |operations (1)                              |       |                |
    |____________________________________________|_______|________________|
    |Project revenue                             |$551.7 |$440.4          |
    |____________________________________________|_______|________________|
    |Project income (loss)                       |64.3   |(29.4)          |
    |____________________________________________|_______|________________|
    |Project Adjusted EBITDA                     |270.5  |227.6           |
    |____________________________________________|_______|________________|
    |Cash Distributions from Projects            |225.6  |199.8           |
    |____________________________________________|_______|________________|
    |Aggregate power generation (thousands of Net|8,436.0|5,906.2         |
    |MWh)                                        |       |                |
    |____________________________________________|_______|________________|
    |Weighted average availability               |95%    |95%             |
    |____________________________________________|_______|________________|
    |Including results from discontinued         |       |                |
    |operations                                  |       |                |
    |____________________________________________|_______|________________|
    |Cash flows from operating activities        |$152.4 |$167.1          |
    |____________________________________________|_______|________________|
    |Cash Available for Distribution             |108.8  |131.6           |
    |____________________________________________|_______|________________|
    |Total cash dividends declared to            |58.0   |131.8           |
    |shareholders                                |       |                |
    |____________________________________________|_______|________________|
    |Payout Ratio                                |53%    |100%            |
    |____________________________________________|_______|________________|
    |(1)The Path 15 transmission line ("Path 15"), Auburndale Power       |
    |Partners, L.P. ("Auburndale"), Lake CoGen, Ltd. ("Lake") and Pasco   |
    |Cogen, Ltd. ("Pasco") (collectively, the "Sold Projects") and        |
    |Rollcast were sold in April 2013 and November 2013, respectively, and|
    |accordingly, the revenues, project income (loss), Project Adjusted   |
    |EBITDA and Cash Distributions from Projects of these assets have been|
    |classified as discontinued operations for the years ended December   |
    |31, 2013 and 2012, which means that the results from these           |
    |discontinued operations are excluded from these figures. The results |
    |for discontinued operations have also been excluded from the         |
    |aggregate power generation and weighted average availability         |
    |statistics. Under GAAP, the cash flows attributable to the Sold      |
    |Projects and Rollcast are included in cash flows from operating      |
    |activities as shown on the Consolidated Statement of Cash Flows;     |
    |therefore, the Company's calculations of Cash Available for          |
    |Distribution and Payout Ratio as shown herein also include cash flows|
    |from the Sold Projects and Rollcast.                                 |
    |_____________________________________________________________________|
    |                                            |       |                |
    |____________________________________________|_______|________________|
    |Note: Project Adjusted EBITDA, Cash Available for Distribution, Cash |
    |Distributions from Projects and Payout Ratio are not recognized      |
    |measures under GAAP and do not have any standardized meaning         |
    |prescribed by GAAP; therefore, these measures may not be comparable  |
    |to similar measures presented by other companies. Please refer to    |
    |Table 11 for reconciliations of these non-GAAP measures to GAAP      |
    |measures.                                                            |
    |_____________________________________________________________________|

Financial Review for the Year Ended December 31, 2013

GAAP Measures

Project income increased by $93.7 million to $64.3 million in 2013 compared to 
a project loss of $(29.4) million in 2012. The increase in project income 
relates primarily to a $30.4 million gain on the sale of the Company's 17% 
interest in the Gregory project in August 2013, additional project income from 
an increased interest in Rockland and new projects added in December 2012 
(particularly Canadian Hills and Meadow Creek) in the Company's Wind  segment 
and mark-to-market adjustments to interest rate swaps and gas purchase 
agreements for three of the Company's gas-fired projects in Ontario in the 
Company's East segment. These increases were partially offset by $(34.9) 
million of goodwill impairments. Generally, reported project income can 
fluctuate significantly due to impacts from non-cash mark-to-market fair value 
of derivatives adjustments.

Cash flows from operating activities, which include cash flows from 
discontinued operations, decreased by $14.7 million to $152.4 million in 2013 
compared to $167.1 million in 2012.  Factors positively contributing to annual 
results include cash flows from new projects added in December 2012 (see 
project income discussion above), and positive changes in working capital.  
These factors were more than offset by reduced cash flow contributions from 
assets that were divested in April 2013.

Non-GAAP Measures

Project Adjusted EBITDA, which includes earnings from the Company's equity 
method investments but excludes the results of discontinued operations, 
increased by $42.9 million to $270.5 million for 2013 compared to $227.6 
million for 2012.  The increase is primarily due to contributions from new 
projects added in December 2012 and April 2013, which include $25.6 million 
from Canadian Hills, $14.0 million from Meadow Creek, and a modest 
contribution from Piedmont.  Rockland contributed $6.8 million more in 2013 
than in 2012, which is attributable to the 100% consolidation of the former 
equity method project after increasing the Company's ownership from 30% to 50% 
as part of the Ridgeline acquisition in December 2012.  Several projects in 
the Company's East segment also posted higher operating results for the year, 
due to a combination of factors including higher generation, higher capacity 
revenues and favorable outage comparisons.  Two projects in the Company's West 
segment experienced a decline in Project Adjusted EBITDA resulting from higher 
maintenance costs due to scheduled outages and decreased energy revenues 
caused by low water levels and contractual price decreases.  The Company has 
not reconciled non-GAAP financial measures relating to individual projects to 
the directly comparable GAAP measures due to the difficulty in making the 
relevant adjustments on an individual project basis.

Cash Distributions from Projects, which excludes cash distributions from 
discontinued operations, increased by $25.8 million to $225.6 million in 2013, 
compared to $199.8 million in 2012.  The increase in Cash Distributions from 
Projects for the year is primarily due to distributions from Canadian Hills 
and Meadow Creek, both of which were added in December 2012.  Results were 
also helped by increased distributions from the Company's East segment 
including projects in Ontario, which benefited from higher waste heat, as well 
as cash distributions made to the Company in 2013 by the Chambers project.  In 
2012, distributions from the Chambers project were restricted from being made 
due to project holding company debt requirements.  These increased 
distributions were partly offset by decreased distributions in the West 
segment in 2013 compared to 2012.

Cash Available for Distribution begins with cash flows from operating 
activities and deducts project-level debt repayments, capital expenditures, 
distributions to non-controlling interests (primarily the other 50% owner of 
Rockland and the tax equity investors at Canadian Hills) and preferred 
dividends.  In 2013, Cash Available for Distribution decreased by $22.8 
million to $108.8 million from $131.6 million in 2012.  The primary reasons 
for the decline include a reduction in cash flow contributions from assets 
that were divested in April 2013, higher capital expenditures associated with 
a repowering of two turbines at the Company's Curtis Palmer project and 
initial outlays at Nipigon for a steam generator upgrade planned for 2014.  
These reductions were partly offset by positive contributions from new 
projects added in December 2012, including Canadian Hills, Meadow Creek and 
Rockland, net of distributions to their minority interests, if any; positive 
changes in working capital; and, to a lesser extent, lower project-level debt 
repayments.

Payout Ratio for the year ended December 31, 2013 was 53% compared to 100% in 
2012.  The payout ratio for 2013 as compared to the same period in 2012 was 
positively impacted by the reduced cash dividends declared to shareholders as 
well as the first full year of operating results from Canadian Hills and 
Meadow Creek. This was partially offset by lower operating cash flow 
contributions from assets that were divested in April 2013.  For further 
information, attached to this news release is a reconciliation of Cash 
Available for Distribution and Payout Ratio to cash flows from operating 
activities (Table 11).

Financial Review for the Three Months Ended December 31, 2013

Project income increased by $13.0 million to $7.2 million for the three months 
ended December 31, 2013 compared to a project loss of $(5.8) million in the 
year-ago period.  The increase in project income relates primarily to a $24.0 
million mark-to-market increase in the fair value of gas purchase agreements 
at the North Bay and Kapuskasing projects, partially offset by an increase in 
project expenses.

Project Adjusted EBITDA increased by $0.3 million to $57.2 million for the 
three months ended December 31, 2013 from $56.9 million for the year-ago 
period.  Contributions from new projects for this period were $7.3 million 
from Canadian Hills, $3.6 million from Meadow Creek and $(1.4) million from 
Piedmont.  These contributions were mostly offset by decreases from other 
projects, including Curtis Palmer (lower water levels) and Tunis (outage due 
to extreme cold temperatures in Ontario). The Company has not reconciled 
non-GAAP financial measures relating to individual projects to the directly 
comparable GAAP measures due the difficulty in making the relevant adjustments 
on an individual project basis.

Results of Discontinued Operations

Financial results for the three months and year ended December 31, 2013 and 
December 31, 2012 are affected by the classification of the Company's 
interests in its divested assets as discontinued operations; accordingly, the 
revenues, project income, Project Adjusted EBITDA and Cash Distributions from 
Projects classified as discontinued operations are excluded from continuing 
operations results.  The results of discontinued operations have been 
separately stated in the Consolidated Statements of Operations as "Net income 
(loss) from discontinued operations, net of tax".

Under GAAP, the cash flow attributable to discontinued operations is included 
in cash flows from operating activities as shown on the Consolidated Statement 
of Cash Flows; therefore, the Company's calculations of Cash Available for 
Distribution and Payout Ratio as shown herein also include cash flow from 
discontinued operations.

Project income (loss) from discontinued operations was $(0.2) million and 
$(6.2) million for the three months and year ended December 31, 2013, compared 
to $(34.8) million and $13.9 million, respectively, for the same periods in 
2012.

Project Adjusted EBITDA from discontinued operations was $(0.2) million and 
$35.2 million for the three months and year ended December 31, 2013, 
respectively, compared to $25.8 million and $104.9 million, respectively, for 
the same periods in 2012.

Cash Available for Distribution from discontinued operations for the year 
ended December 31, 2013 was $36 million compared to $48 million for the same 
period in 2012.

The Delta-Person generating station ("Delta-Person"), which is under a 
purchase and sale agreement, and the Gregory project, which was sold in August 
2013, are included in the Company's financial results from continuing 
operations for the three months and year ended December 31, 2013 and 2012, as 
the projects are accounted for under the equity method of accounting.

The Company has not reconciled non-GAAP financial measures relating to 
discontinued operations to the directly comparable GAAP measures due to the 
difficulty in making the relevant adjustments on an individual project basis.

Supplementary Financial Tables

For further information, attached to this news release is a:
        --  Summary of Project Adjusted EBITDA by segment for the three
            months ended December 31, 2013 and 2012 and the years ended
            December 31, 2013, 2012 and 2011 (Table 9) with a
            reconciliation to Project income (loss);
        --  Bridge from Project Adjusted EBITDA to Cash Distributions from
            Projects by segment for the year ended December 31, 2013 (Table
            10A) and the year ended December 31, 2012 (Table 10B);
        --  Reconciliation of Cash Distributions from Projects and Project
            Adjusted EBITDA to net income (loss) for the years ended
            December 31, 2013, 2012 and 2011 (Table 11);
        --  Reconciliation of Cash Available for Distribution and Payout
            Ratio to cash flows from operating activities for the years
            ended December 31, 2013, 2012 and 2011 (Table 11); and
        --  Summary of Project Adjusted EBITDA for selected projects (top
            contributors based on the Company's 2013 budget, representing
            approximately 75% to 80% of total Project Adjusted EBITDA) for
            the years ended December 31, 2013, 2012 and 2011 (Table 12).

Liquidity and Financing Update

New Term Loan and Revolving Credit Facility

At December 31, 2013, the Company had liquidity of $183.6 million, consisting 
of $158.6 million of unrestricted cash and $25 million of borrowing capacity 
under its existing senior secured revolving credit facility (the "Prior Credit 
Facility").

On February 24, 2014, Atlantic Power Limited Partnership ("APLP") entered into 
new senior secured credit facilities (the "Senior Secured Credit Facilities"), 
comprised of a $600 million senior secured term loan facility (the "Senior 
Secured Term Loan Facility") maturing in February 2021 and a senior secured 
revolving credit facility (the "Senior Secured Revolving Credit Facility") 
with a capacity of $210 million maturing in February 2018.  The Senior Secured 
Credit Facilities are secured by the 17 projects at APLP, which were acquired 
when the Company purchased Capital Power Income LP in November 2011.

The $210 million Senior Secured Revolving Credit Facility at APLP replaced the 
$150 million Prior Credit Facility at Atlantic Power Corporation in place at 
December 31, 2013 that would have otherwise matured in March 2015.  Borrowings 
under the Senior Secured Credit Facilities bear interest at a rate equal to 
the Adjusted Eurodollar rate, the Base Rate or the Canadian Prime Rate (as 
defined in the credit agreement governing the Senior Secured Credit 
Facilities).  Currently, the applicable margin for term loans based on the 
Adjusted Eurodollar Rate is 3.75%, with an Adjusted Eurodollar Rate floor of 
1.00%, or an all-in rate of 4.75%.  The Senior Secured Term Loan Facility has 
a mandatory amortization of 1% annually.  In addition, the loan will be paid 
down via a 50% sweep of APLP's cash flow after capex and debt service.

Proceeds from the Senior Secured Term Loan Facility were used to redeem in 
whole, at a price equal to par plus accrued interest and applicable make-whole 
premiums, the $190 million Curtis Palmer Notes maturing in 2014, the $150 
million Series A Notes maturing in 2015 and the $75 million Series B Notes 
maturing in 2017 issued by Atlantic Power (US) GP.  Key positive 
characteristics of this refinancing include:
        --  Substantial reduction in the Company's near-term debt
            maturities ($415 million). After the planned redemption of the
            C$45 million convertible debenture maturing in October with
            cash, the Company will have no maturities until March 2017;
        --  Attractive all-in interest rate of 4.75%, which is below the
            cost of the redeemed debt ($415 million; weighted average of
            5.9%);
        --  Subject to market conditions and other factors, that the
            Company may use the remaining proceeds from the Senior Secured
            Term Loan Facility, together with cash on hand, to repurchase
            or redeem, by means of a tender offer or otherwise, up to $150
            million aggregate principal amount of the Company's high-yield
            9.0% notes;
        --  Mandatory 1% amortization and 50% cash sweep features of the
            term loan result in significant debt repayment through project
            cash flows by maturity and the expected reduction in interest
            expense over time;
        --  Borrowing capacity under the Senior Secured Revolving Credit
            Facility is $210 million less letters of credit outstanding,
            versus a $25 million cap under the Prior Credit Facility, and
            with no requirement to maintain a $75 million cash reserve.

The foregoing description of the Senior Secured Credit Facilities is qualified 
in its entirety by reference to the Company's Current Report on Form 8-K filed 
on February 26, 2014 announcing the execution, closing and funding of the 
Senior Secured Credit Facilities and the full text of the credit agreement 
governing the Senior Secured Credit Facilities, which the Company filed as 
Exhibit 10.1 to its Annual Report on Form 10-K for the year ended December 31, 
2013.

The Company expects to be in compliance with the financial maintenance 
covenants in the Senior Secured Credit Facilities for at least the next twelve 
months.

Due to the aggregate impact of the up-front costs resulting from the 
prepayments on the Company's  indebtedness described above, the Company is no 
longer in compliance with the fixed charge coverage ratio included in the 
restricted payments test of the indenture governing its high-yield 9.0% notes. 
As a consequence, further dividend payments, which are declared and paid at 
the discretion of the Company's board of directors, in the aggregate cannot 
exceed the restricted payments "basket" of the greater of $50 million and 2% 
of consolidated net assets, as defined, (approximately $61 million at December 
31, 2013) until such time that the Company is in compliance with the fixed 
charge coverage ratio.

See Table 2 for actual debt outstanding at December 31, 2013, pro forma 
adjustments to reflect the refinancing transaction, and projected debt at 
year-end 2014, which also reflects initial-year amortization of the term loan, 
project-level debt repayments in 2014, the potential repurchase or redemption, 
subject to market conditions, by means of a tender offer or otherwise, of up 
to $150 million of the Company's high-yield 9.0% notes, and the redemption of 
the convertible debentures due in October 2014.
    Atlantic Power Corporation
    Table 2 – Debt Outstanding, including the Company's share of
    equity method project debt (in millions of U.S. dollars)
    Unaudited           December 31, 2013 Pro Forma (1) Projected Year End
                                                        (2)
    Atlantic Power      $865              $865          $673
    Corporation
    Atlantic Power      612               797           745
    Limited Partnership
    Non-Recourse
    Project-level       399               391           372
    (consolidated)
    Non-Recourse
    Project-level       119               119           108
    (equity method)
    Total Debt          $1,995            $2,172        $1,898
    (1)Pro forma for the following: pay-down of Piedmont construction debt
    by $8.1 million and conversion of remainder to a $68.5 million term
    loan maturing in August 2018; issuance of $600 million APLP term loan
    maturing in February 2021; redemption of $190 million Curtis Palmer
    debt (Feb 2014); and redemption of $225 million US GP notes (Feb 2014).
    (2)Accounts for: payment of $42.1 (C$44.8) million convertible
    debentures (October 2014); the potential repurchase or redemption,
    subject to market conditions, by means of a tender offer or otherwise,
    of up to $150 million par value of the high-yield 9% notes; 1%
    mandatory amortization and 50% cash sweep on APLP's term loan (expected
    to be approximately $52.0 million on a pro rata basis in 2014), the
    sale of Delta-Person in 2014 ($6.5 million equity method debt), and
    project-level debt repayments and other debt payments of $22.6 million
    ($3.7 million at equity method projects) in 2014.

Liquidity

Letters of credit outstanding at year end 2013 totaled $98 million.  As of 
February 26, 2014, letters of credit outstanding totaled $144 million.  The 
increase from year end reflects net changes with various counterparties due to 
changes in commodity prices, a $15.8 million letter of credit posted in 
conjunction with the debt service reserve required under the new term loan, a 
reduction in letters of credit resulting from the Piedmont term loan 
conversion (discussed below), and the resolution of discussions with an 
existing gas supplier that resulted in the posting of additional collateral in 
the form of letters of credit and cash.  In March, the Company expects to 
reduce its outstanding letters of credit by a total of $16 million, by 
reducing letters of credit posted with another counterparty by $10 million and 
by reducing the level of letters of credit required to be posted in the 
transition from the Prior Credit Facility to the new Senior Secured Revolving 
Credit Facility by $6 million.

The Senior Secured Revolving Credit Facility, unlike the Prior Credit 
Facility, does not require the company to maintain a $75 million restricted 
cash reserve; therefore, unrestricted cash on a pro forma basis increased by 
$75 million to $234 million.

Adjusted for the Senior Secured Credit Facilities, the additional contribution 
into Piedmont in February (discussed below) and the increased letters of 
credit outstanding, on a pro forma basis the Company would have $325 million 
of unrestricted cash and total liquidity of $391 million, including $66 
million of undrawn availability under the Senior Secured Revolving Credit 
Facility.

See Table 3 for actual liquidity at December 31, 2013 and pro forma 
adjustments.
    Atlantic Power Corporation
    Table 3 – Liquidity (in millions of U.S. dollars)
    Unaudited                               December 31, 2013 Pro Forma (1)
    Unrestricted cash (12/31/2013) (2)      $159              $159
    Pro forma adjustments (February 2014):
    Release of restricted cash              -                 75
    Refinancing proceeds                    -                 600
    Completed debt redemptions              -                 (415)
    Curtis Palmer and US GP Notes
    make-whole payments and interest        -                 (34)
    payments prior to redemption
    Financing and advisory fees             -                 (46)
    Piedmont contribution                   -                 (14)
    Unrestricted cash (pro forma) (2)       -                 $325
    Revolver capacity                       150               210
    Letters of credit outstanding           (98)              (144)(3)
    Unused borrowing capacity               25(4)             66
    Total Liquidity                         $184              $391
    Cash earmarked for additional debt                        ~$200
    reduction in 2014 (5)
    (1)Pro forma reflects the new $210 million Senior Secured Revolving
    Credit Facility and $600 million Senior Secured Term Loan Facility at
    APLP and release of $75 million of restricted cash, net cash impact of
    refinancing transaction, and additional Piedmont equity contribution.
    (2)Includes $20.5 million project-level cash for working capital needs.
    (3)In March, the Company expects to reduce its outstanding letters of
    credit by a total of $16 million, by reducing letters of credit posted
    with another counterparty by $10 million and by reducing the level of
    letters of credit required to be posted in the transition from the
    Prior Credit Facility to the new Senior Secured Revolving Credit
    Facility by $6 million.
    (4)Limit of $25.0 million under the August 2013 amendment to the Prior
    Credit Facility.
    (5)Including redemption of $C44.8 million of convertible debentures at
    maturity (ATP.DB, due October 2014), and the potential repurchase or
    redemption, subject to market conditions, by means of a tender offer or
    otherwise, of up to $150 million par value of high-yield 9% notes, and
    related fees and expenses.

Piedmont Term Loan Conversion

As previously reported, Piedmont achieved commercial operation under its PPA 
with Georgia Power Company at a declared capacity of 53.5 MW on April 19, 
2013. Piedmont and its engineering, procurement and construction ("EPC") 
contractor, Zachry Industrial, Inc. ("Zachry"), are disputing certain issues 
under the EPC agreement including the condition and performance of the 
project, during which time Piedmont is withholding the amount still retained 
under the EPC agreement; the dispute has entered the arbitration process and 
an arbitration hearing has been tentatively scheduled in the latter part of 
2014.

On February 14, 2014, the Company completed the conversion of the $76.6 
million construction loan at Piedmont to a $68.5 million term loan maturing in 
August 2018.  To facilitate the conversion, the Company repaid $8.1 million of 
the construction loan. The term loan has an all-in interest rate of 5.2%. In 
addition, the Company made a $6.1 million equity contribution to the project 
which was used to fund various reserves and fees associated with the term loan 
conversion.

Due to the delay in and costs associated with achieving commercial operation 
and optimizing performance, and the need to build cash reserves at the project 
the Company did not receive any distributions from Piedmont in 2013, and does 
not expect to receive any in 2014.  The Company had previously expected $6 to 
$8 million of annual project distributions from Piedmont on a run-rate basis 
but now expects distributions to average $4 to $6 million annually after 2014.

2014 Guidance
        --  Project Adjusted EBITDA guidance of $280 to $305 million
        --  Free Cash Flow guidance in the range of $0 - $25 million

Project Adjusted EBITDA

The Company provided guidance for 2014 Project Adjusted EBITDA in the range of 
$280 to $305 million, an increase of $22 million based on the midpoint of the 
range compared to 2013 actual results of $270.5 million.  Key drivers of the 
increase include a full year of operations and improved performance at 
Piedmont, a more favorable PPA and gas supply agreement at Orlando, and an 
expected increase in results from the Company's Meadow Creek and hydro 
projects due to assumed normal generation levels, where these were mostly 
below normal in 2013.  These positive factors are partly offset by the 
expiration of the Selkirk PPA and steam contracts and lower energy prices for 
the portion of Selkirk that is already merchant as well as the sale or closure 
of three projects that contributed to Project Adjusted EBITDA in 2013 but will 
not be material contributors in 2014 (Greeley, Gregory and Delta-Person).

Project Adjusted EBITDA for APLP is expected to be in the range of $165 to 
$175 million.

Free Cash Flow

Free Cash Flow is defined as cash flows from operating activities less capex, 
including discretionary optimization initiatives; project-level debt 
repayments, including amortization of the new term loan; and distributions to 
non-controlling interests, including preferred share dividends.  Free Cash 
Flow is comparable to Cash Available for Distribution, the Company's previous 
non-GAAP guidance metric.  Free Cash Flow would be available for additional 
debt reduction, internal or external growth, or distributions to shareholders, 
depending on the amount of Free Cash Flow and the decision of management, 
together with the board, on the allocation of such Free Cash Flow.

The Company provided 2014 Free Cash Flow guidance of $0 to $25 million, 
excluding approximately $80 million in prepayment and other expenses 
associated with the Company's recent refinancing transaction.  This figure 
also excludes the $8.1 million repayment of Piedmont construction debt made to 
facilitate the term loan conversion.

The decrease of approximately $96 million, based on the midpoint of the range 
for 2014 Free Cash Flow, compared to $108.8 million of Cash Available for 
Distribution in 2013 is attributable to several factors, including: lower 
operating cash flow, primarily from the loss of more than $30 million of cash 
flow from assets divested in April 2013 and $38 million from  working capital 
items that benefited 2013, but are not expected to recur in 2014; $12 million 
of higher capex; and debt repayments under the APLP term loan, including 1% 
mandatory amortization and 50% sweep of APLP's cash flow after capex and debt 
service (estimated to total $52 million in 2014).  These reductions are partly 
offset by increased Project Adjusted EBITDA and lower interest expense in 
2014, excluding the prepayments and additional interest expense associated 
with the refinancing transaction, which are excluded from Free Cash Flow.

See Table 4 for full-year 2014 guidance.
    Atlantic Power Corporation
    Table 4 – 2014 Annual Guidance
    (in millions of U.S. dollars)
    Unaudited
    2014 Annual Guidance
    Project Adjusted EBITDA         $280 - $305
    Free Cash Flow (1)              $0 - $25
    APLP Project Adjusted EBITDA(2) $165 - $175
    (1) Free Cash Flow is defined as cash flows from operating activities
    less capex; project-level debt repayments, including amortization of
    the new term loan; and distributions to non-controlling interests,
    including preferred share dividends.
    (2)APLP is a wholly owned subsidiary of the Company. APLP Project
    Adjusted EBITDA is a summation of Project Adjusted EBITDA at each APLP
    project, and is calculated in a manner which is consistent with the
    Company's Project Adjusted EBITDA calculation.
    Note: Project Adjusted EBITDA and Free Cash Flow are not recognized
    measures under GAAP and do not have any standardized meaning
    prescribed by GAAP; therefore, these measures may not be comparable to
    similar measures presented by other companies. The Company has not
    provided a reconciliation of forward-looking non-GAAP measures, due
    primarily to variability and difficulty in making accurate forecasts
    and projections, as not all of the information necessary for a
    quantitative reconciliation is available to the Company without
    unreasonable efforts.

Business Update

Major Maintenance and Optimization Initiatives

In 2013, the Company's project capital expenditures and major maintenance 
expenses totaled $41 million.  The majority of these expenditures represents 
major maintenance on the Company's projects and are expensed.  In addition, 
the Company has an ongoing effort to identify and implement discretionary 
investments in its existing portfolio of projects designed to improve 
operating performance, enhance efficiency or lower costs, with a goal of 
increasing Project Adjusted EBITDA.  The larger of these optimization 
investments typically are included in major maintenance and capex, but there 
are also many smaller investments of this type that are expensed as part of 
normal operation and maintenance expense.

The Company had previously indicated plans to invest $20 million in such 
optimization projects in 2013 and 2014, including a steam generator 
replacement at Nipigon and the repowering of two turbines at Curtis Palmer, 
with an expected Project Adjusted EBITDA run rate contribution of at least $6 
million beginning in 2015.

Since the third-quarter conference call, the Company has identified and 
expects to proceed with additional discretionary investments in 2014 of $7 
million, including a $2.2 million project to boost output at Morris.  Total 
investments of this type are now expected to be approximately $27 million, 
with an expected Project Adjusted EBITDA run-rate contribution of at least $8 
million beginning in 2015.  The Company expects to realize approximately half 
this level in 2014 attributable to investments completed in 2013 and initial 
returns from projects scheduled to be completed in the early part of 2014.

In 2014, the Company expects to have project capital expenditures and major 
maintenance expenses of approximately $38 million, including optimization 
investments of $18 million.  Total expenditures are expected to be slightly 
lower than the $41 million in 2013 despite a higher level of 
optimization-related spending because there is lower major maintenance this 
year as a result of fewer scheduled gas turbine outages.

Going forward, the Company expects that major maintenance expense and capex 
will average approximately $25 million annually.  Although the level of 
optimization investments will vary year to year, and is unlikely to reach the 
level budgeted in 2014, the Company hopes to identify approximately $5 to $10 
million of such investments annually.

See Table 5 for 2013 actual and 2014 guidance for major maintenance and capex 
and optimization investments.
    Atlantic Power Corporation
    Table 5 – Major Maintenance and optimization investments (in
    millions of U.S. dollars)
    Unaudited                               2013 Actual 2014 Guidance Total
    Total major maintenance and capex       $41.0       $38           -
    Expensed (included in Project Adjusted  34.5        19            -
    EBITDA)
    Capitalized                             6.5         19            -
    Optimization investments (most of which 8           19            $27
    are included above)

Asset Sales

As previously disclosed, in December 2012, the Company signed a purchase and 
sale agreement with PNM, a subsidiary of PNM Resources, Inc., pursuant to 
which the Company and its partners in the investment have agreed to sell 
Delta-Person.  The Company expects this transaction to close in 2014, subject 
to receipt of all required approvals, and expects to receive net cash proceeds 
of approximately $9 million.

In November 2013, the Company completed the sale of its 60% interest in 
Rollcast. As consideration for the sale, the Company was assigned asset 
management contracts for the Cadillac and Piedmont projects as well as the 
remaining 2% ownership interest in Piedmont, bringing its total ownership of 
this project to 100%.

Investor Conference Call and Webcast

A telephone conference call hosted by Atlantic Power's management team will be 
held on Friday, February 28, 2014 at 8:30 AM ET.  An accompanying slide 
presentation will be available on the Company's website prior to the call.  
The telephone numbers for the conference call are: U.S. Toll Free: 
1-888-317-6003; Canada Toll Free: 1-866-284-3684; International Toll: +1 
412-317-6016.  Participants will need to provide access code 4932951 to enter 
the conference call.  The conference call will also be broadcast over Atlantic 
Power's website, with an accompanying slide presentation. Please call or log 
in 10 minutes prior to the call. The telephone numbers to listen to the 
conference call after it is completed (Instant Replay) are U.S. Toll Free: 
1-877-344-7529; Canada Toll Free 1-855-669-9658; International Toll: 
+1-412-317-0088. Please enter conference call number 10039266. The conference 
call will also be archived on Atlantic Power's website.

About Atlantic Power

Atlantic Power owns and operates a diverse fleet of power generation assets in 
the United States and Canada.  Atlantic Power's power generation projects sell 
electricity to utilities and other large commercial customers largely under 
long-term power purchase agreements, which seek to minimize exposure to 
changes in commodity prices.  Its power generation projects in operation have 
an aggregate gross electric generation capacity of approximately 2,950 MW in 
which its aggregate ownership interest is approximately 2,025 MW. These totals 
exclude the Company's 40% interest in the Delta-Person generating station that 
the Company entered into an agreement to sell in December 2012.  Its current 
portfolio consists of interests in twenty-eight operational power generation 
projects across eleven states in the United States and two provinces in Canada.

Atlantic Power has a market capitalization of approximately $300 million 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 www.atlanticpower.com or contact:

Atlantic Power Corporation  Amanda Wagemaker, Investor Relations  (617) 
977-2700   info@atlanticpower.com

Copies of certain financial data and other publicly filed documents are filed 
on SEDAR at www.sedar.com or on EDGAR at www.sec.gov/edgar.shtml 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 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 future 
growth, results of operations, performance and business prospects and 
opportunities of our Company and our projects.  These statements, which are 
based on certain assumptions and describe our 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 expectations that:
        --  2014 Project Adjusted EBITDA will be in the range of $280 to
            $305 million;
        --  2014 APLP Project Adjusted EBITDA will be in the range of $165
            to $175 million;
        --  2014 Free Cash Flow will be in the range of $0 to $25 million;
        --  The availability of Free Cash Flow for additional debt
            reduction, internal or external growth, or distributions to
            shareholders, depending on the amount of Free Cash Flow
            generated and the decision of management, together with the
            board, on the allocation of such Free Cash Flow;
        --  project distributions from Canadian Hills and Meadow Creek will
            be $15 to $19 million and $7 to $8 million, respectively, on a
            multi-year average annual basis;
        --  distributions from Piedmont will average $4 to $6 million
            annually after 2014;
        --  projected debt at year-end 2014 will be $1,898 million,
            reflecting initial-year amortization of the term loan,
            project-level debt repayments in 2014 and the redemption of the
            convertible debentures due in October 2014;
        --  the Company will be in compliance with the financial
            maintenance covenants in the agreements governing its
            indebtedness for at least the next twelve months;
        --  the Company, in March, will reduce its outstanding letters of
            credit by a total of $16 million, by reducing letters of credit
            posted with another counterparty by $10 million and by reducing
            the level of letters of credit required to be posted in the
            transition from the Prior Credit Facility to the new Senior
            Secured Revolving Credit Facility by $6 million;
        --  total capex for the investment upgrade at Nipigon will be
            approximately $10 million and the new steam generator at
            Nipigon will result in improved Project Adjusted EBITDA and
            cash flows beginning in 2015;
        --  the level of optimization capex will be $18 million in 2014,
            for a two-year total of approximately $27 million, and that
            these investments will produce a Project Adjusted EBITDA
            run-rate contribution of approximately $8 million beginning in
            2015;
        --  the Company's evaluations of a broad range of options,
            including asset sales or joint ventures to raise capital in a
            cost-effective manner for growth or additional debt reduction,
            as well as broader more strategic options, and the outcome of
            such evaluations;
        --  the Company will have project capital expenditures and major
            maintenance expenses of approximately $38 million in 2014,
            including optimization initiatives of $18 million;
        --  major maintenance expense and maintenance capex will average
            approximately $25 million annually;
        --  the Company will have annual optimization capex on average of
            $5 to $10 million;
        --  subject to market conditions and other factors, the Company may
            use the remaining proceeds from the Senior Secured Term Loan
            Facility, together with cash on hand, to repurchase or redeem,
            by means of a tender offer or otherwise, up to $150 million
            aggregate principal amount of the Company's high-yield 9.0%
            notes;
        --  the Company will reduce interest expense going forward;
        --  the sale of Delta-Person will successfully close in 2014 with
            net cash proceeds received by the Company of $9 million; and
        --  the results of operations and performance of the Company's
            projects, business prospects, opportunities and future growth
            of the Company will be as described herein.

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.  Please refer to the 
factors discussed under "Risk Factors" in the Company's periodic reports as 
filed with the Securities and Exchange Commission from time to time for a 
detailed discussion of the risks and uncertainties affecting our Company.  
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.
    Atlantic Power Corporation
    Table 6 – Consolidated Balance Sheet (in millions of U.S.
    dollars)
                                                  December 31, December 31,
                                                  2013         2012
    Assets                                        (Unaudited)
    Current assets:
    Cash and cash equivalents                     $158.6       $60.2
    Restricted cash                               114.2        28.6
    Accounts receivable                           64.3         58.5
    Current portion of derivative instruments     0.2          9.5
    asset
    Inventory                                     16.0         16.9
    Prepayments and other current assets          16.1         13.4
    Security deposits                             -            19.0
    Assets held for sale                          -            351.4
    Refundable income taxes                       4.0          4.2
    Total current assets                          373.4        561.7
    Property, plant and equipment, net            1,813.4      2,055.5
    Equity investments in unconsolidated          394.3        428.7
    affiliates
    Power purchase agreements and intangible      451.5        524.9
    assets, net
    Goodwill                                      296.3        334.7
    Derivative instruments asset                  13.0         11.1
    Other assets                                  53.1         86.1
    Total assets                                  $3,395.0     $4,002.7
    Liabilities and Shareholder's Equity
    Current liabilities:
    Accounts payable                              $14.0        $17.8
    Accrued interest                              17.7         19.0
    Other accrued liabilities                     58.8         73.7
    Revolving credit facility                     -            67.0
    Current portion of long-term debt             216.2        121.2
    Current portion of convertible debentures     42.1         -
    Current portion of derivative instruments     28.5         33.0
    liability
    Dividends payable                             6.8          11.5
    Liabilities associated with assets held for   -            189.0
    sale
    Other current liabilities                     5.3          3.3
    Total current liabilities                     389.4        535.5
    Long-term debt                                1,254.8      1,459.1
    Convertible debentures                        363.1        424.2
    Derivative instruments liability              76.1         118.1
    Deferred income taxes                         111.5        164.0
    Power purchase and fuel supply agreement      38.7         44.0
    liabilities, net
    Other long-term liabilities                   65.4         71.4
    Commitments and contingencies                 -            -
    Total liabilities                             2,299.0      2,816.3
    Equity
    Common shares, no par value, unlimited
    authorized shares; 120,205,813 and
    119,446,865 issued and outstanding at         1,286.1      1,285.5
    December 31, 2013 and December 31, 2012,
    respectively
    Preferred shares issued by a subsidiary       221.3        221.3
    company
    Accumulated other comprehensive income (loss) (22.4)       9.4
    Retained deficit                              (655.4)      (565.2)
    Total Atlantic Power Corporation              829.6        951.0
    shareholders' equity
    Noncontrolling interest                       266.4        235.4
    Total equity                                  1,096.0      1,186.4
    Total liabilities and equity                  $3,395.0     $4,002.7
       Atlantic Power Corporation
    Table 7 – Consolidated Statements of Operations
    (in millions of U.S. dollars, except per share amounts)
    Unaudited
                               Years Ended December 31, Three months ended
                                                        December 31,
                               2013    2012     2011    2013   2012
    Project revenue
    Energy sales               $304.2  $217.0   $43.6   $99.8  $58.0
    Energy capacity revenue    168.8   154.9    34.0    12.4   37.6
    Other                      78.7    68.5     16.3    18.5   18.4
                               551.7   440.4    93.9    130.7  114.0
    Project expenses:
    Fuel                       198.7   169.1    37.5    49.9   45.6
    Operations and maintenance 152.4   122.8    20.9    40.0   34.8
    Development                7.2     -        -       2.3    -
    Depreciation and           167.1   118.0    23.6    41.4   30.6
    amortization
                               525.4   409.9    82.0    133.6  111.0
    Project other income
    (expense):
    Change in fair value of    49.5    (59.3)   (14.6)  16.1   (7.9)
    derivative instruments
    Equity in earnings of      26.9    15.2     6.4     2.3    3.4
    unconsolidated affiliates
    Gain on sale of equity     30.4    0.6      -       -      -
    investments
    Interest expense, net      (34.4)  (16.4)   (7.3)   (8.7)  (4.2)
    Impairment of goodwill     (34.9)  -        -       -      -
    Other income, net          0.5     -        -       0.4    (0.1)
                               38.0    (59.9)   (15.5)  10.1   (8.8)
    Project income (loss)      64.3    (29.4)   (3.6)   7.2    (5.8)
    Administrative and other
    expenses (income):
    Administration             35.2    28.3     37.7    6.7    6.3
    Interest, net              104.1   89.8     26.0    25.4   20.6
    Foreign exchange loss      (27.4)  0.5      13.8    (14.5) (3.9)
    (gain)
    Other income, net          (10.5)  (5.7)    (0.1)   (1.0)  (0.1)
                               101.4   112.9    77.4    16.6   22.9
    Loss from continuing
    operations before income   (37.1)  (142.3)  (81.0)  (9.4)  (28.7)
    taxes
    Income tax benefit         (19.5)  (28.1)   (11.1)  (17.6) (9.0)
    Income (loss) from         (17.6)  (114.2)  (69.9)  8.2    (19.7)
    continuing operations
    Net income (loss) from
    discontinued operations,   (6.2)   13.9     34.3    (0.2)  (34.8)
    net of tax (1)
    Net income (loss)          (23.8)  (100.3)  (35.6)  8.0    (54.5)
    Net income (loss)
    attributable to            (3.4)   (0.6)    (0.5)   (0.1)  0.1
    noncontrolling interest
    Net income attributable to
    preferred share dividends  12.6    13.1     3.3     3.2    3.4
    of a subsidiary company
    Net income (loss)
    attributable to Atlantic   $(33.0) $(112.8) $(38.4) $4.9   $(58.0)
    Power Corporation
    Basic and diluted earnings
    (loss) earnings per share:
    Income (loss) from
    continuing operations      $(0.23) $(1.09)  $(0.94) $0.04  $(0.20)
    attributable to Atlantic
    Power Corporation
    Income (loss) from
    discontinued operations,   (0.05)  0.12     0.44    -      (0.30)
    net of tax
    Net income (loss)
    attributable to Atlantic   $(0.28) (0.97)   $(0.50) $0.04  $(0.50)
    Power Corporation
    (1) Includes contributions from the Sold Projects and Rollcast which
    are a component of discontinued operations.
       Atlantic Power Corporation
    Table 8 – Consolidated Statements of Cash Flows (in millions of
    U.S. dollars)
                                                   Years ended December 31,
    Unaudited                                      2013    2012     2011
    Cash flows from operating activities:
    Net loss                                       $(23.8) $(100.3) $(35.6)
    Adjustments to reconcile to net cash provided
    by operating activities
    Depreciation and amortization                  176.4   157.2    63.6
    Loss of discontinued operations                32.8    -        -
    (Gain) loss on sale of assets & other charges  (5.1)   0.8      -
    Long-term incentive plan expense               2.2     2.5      3.2
    Asset and goodwill impairment charges          39.7    60.5     1.5
    Gain on sale of equity investments             (30.4)  (0.6)    -
    Equity in earnings from unconsolidated         (26.9)  (25.7)   (7.9)
    affiliates
    Distributions from unconsolidated affiliates   40.9    38.4     21.9
    Unrealized foreign exchange (gain) loss        (13.0)  19.0     8.6
    Change in fair value of derivative instruments (60.2)  46.7     22.8
    Change in deferred income taxes                (27.3)  (34.1)   (9.9)
    Change in other operating balances
    Accounts receivable                            3.4     2.3      (15.6)
    Inventory                                      0.8     (6.2)    (0.4)
    Prepayments, refundable income taxes and other 51.5    (13.3)   2.1
    assets
    Accounts payable                               (8.4)   21.1     4.9
    Accruals and other liabilities                 (0.2)   (1.2)    (3.3)
    Cash provided by operating activities          152.4   167.1    55.9
    Cash flows provided by (used in) investing
    activities
    Change in restricted cash                      (93.7)  (11.6)   (5.7)
    Proceeds from sale of assets and equity        182.6   27.9     8.5
    investments, net
    Cash paid for acquisitions and investments,    -       (80.5)   (591.6)
    net of cash acquired
    Proceeds from related party                    -       -        22.8
    Proceeds from treasury grant                   103.2   -        -
    Biomass development costs                      (0.2)   (0.5)    (0.9)
    Construction in progress                       (38.3)  (456.2)  (113.1)
    Purchase of property, plant and equipment      (6.5)   (2.9)    (2.0)
    Cash provided by (used in) investing           147.1   (523.8)  (682.0)
    activities
    Cash flows (used in) provided by financing
    activities
    Proceeds from issuance of long-term debt       -       -        460.0
    Proceeds from issuance of convertible          -       230.6    -
    debentures
    Proceeds from issuance of equity, net of       (1.0)   66.3     155.4
    offering costs
    Proceeds from project-level debt               20.8    291.9    100.8
    Repayment of project-level debt                (118.8) (284.8)  (21.5)
    Payments for revolving credit facility         (67.0)  (60.8)   -
    borrowings
    Proceeds from revolving credit facility        -       69.8     58.0
    borrowings
    Deferred financing costs                       (2.8)   (31.2)   (26.4)
    Equity contribution from noncontrolling        44.6    225.0    -
    interest
    Dividends paid to common shareholders          (65.1)  (131.0)  (81.8)
    Dividends paid to noncontrolling interests     (18.3)  (13.1)   (3.2)
    Cash (used in) provided by financing           (207.6) 362.7    641.3
    activities
    Net increase in cash and cash equivalents      91.9    6.0      15.2
    Less cash at discontinued operations           -       (6.5)    -
    Cash and cash equivalents at beginning of      6.5     -        -
    period at discontinued operations
    Cash and cash equivalents at beginning of      60.2    60.7     45.5
    period
    Cash and cash equivalents at end of period     $158.6  $60.2    $60.7
    Supplemental cash flow information
    Interest paid                                  $130.4  $40.2    $40.2
    Income taxes paid, net                         $5.9    $1.1     $1.1
    Accruals for construction in progress          $8.9    $4.1     $4.1

Regulation G Disclosures

Cash Available for Distribution, Payout Ratio, Cash Distributions from 
Projects and Free Cash Flow are not measures recognized under GAAP and do not 
have standardized meanings prescribed by GAAP.  Management believes that Cash 
Available for Distribution, Payout Ratio and Cash Distributions from Projects 
are relevant supplemental measures of the Company's ability to earn and 
distribute cash returns to investors.  Reconciliations of Cash Available for 
Distribution and Payout Ratio to cash flows from operating activities and of 
Cash Distributions from Projects to Project income (loss) are provided in 
Table 11 on page 16 of this release.  Investors are cautioned that the Company 
may calculate these measures in a manner that is different from other 
companies.

Free Cash Flow is defined as cash flows from operating activities less capex; 
project-level debt repayments, including amortization of the new term loan; 
and distributions to non-controlling interests, including preferred share 
dividends.

Project Adjusted EBITDA is defined as project income (loss) plus interest, 
taxes, depreciation and amortization (including non-cash impairment charges) 
and changes in fair value of derivative instruments.  Project Adjusted EBITDA 
is not a measure recognized under GAAP and is therefore unlikely to be 
comparable to similar measures presented by other companies and does not have 
a standardized meaning prescribed by GAAP.  Management uses Project Adjusted 
EBITDA at the project level to provide comparative information about project 
performance and believes such information is helpful to investors.  A 
reconciliation of Project Adjusted EBITDA to project income (loss) and a 
bridge to Cash Distributions from Projects are provided in Table 9 below and 
Tables 10A and 10B on page 15, respectively.  Investors are cautioned that the 
Company may calculate this measure in a manner that is different from other 
companies.
       Atlantic Power Corporation
    Table 9 – Project Adjusted EBITDA by segment
    Unaudited
                        Years ended December 31, Three months ended
                                                 December 31,
                        2013   2012    2011      2013   2012
    Project Adjusted
    EBITDA by segment
    East (1)            $150.7 $145.7  $66.8     $38.6  $46.2
    West (2)            78.8   82.1    16.4      9.6    10.2
    Wind                59.6   10.9    4.3       16.2   4.2
    Un-allocated        (18.6) (11.1)  (0.7)     (7.2)  (3.7)
    corporate (3)
    Total               270.5  227.6   86.8      57.2   56.9
    Reconciliation to
    project income
    Depreciation and    209.8  164.9   55.5      55.3   41.9
    amortization
    Interest expense,   38.5   24.0    15.2      8.0    5.9
    net
    Change in the fair
    value of derivative (50.3) 56.6    17.2      (15.5) 7.7
    instruments
    Other expense       8.2    11.5    2.5       2.2    7.2
    Project income      $64.3  $(29.4) $(3.6)    $7.2   $(5.8)
    (loss)
    (1) Excludes Auburndale, Lake and Pasco, which are components of
    discontinued operations.
    (2) Excludes Path 15, which is a component of discontinued
    operations.
    (3) Excludes Rollcast, which is a component of discontinued
    operations.
    Notes: Table 9 presents Project Adjusted EBITDA, which is not a
    recognized measure under GAAP and does not have any standardized
    meaning prescribed by GAAP; therefore, this measure may not be
    comparable to a similar measure presented by other companies.
    The Company has four reportable segments: East, West, Wind and
    Un-allocated Corporate. The Company revised its reportable
    business segments in the fourth quarter of 2013 as a result of
    recent significant asset sales and in order to align with changes
    in management's structure, resource allocation and performance
    assessment in making decisions regarding its operations. The
    Company's financial results for the years ended December 31,
    2013, 2012 and 2011 and the three months ended December 31, 2013
    and 2012 have been presented to reflect these changes in
    operating segments. These changes reflect the Company's current
    operating focus. The segment classified as Un-allocated Corporate
    includes activities that support the executive and administrative
    offices, capital structure and costs of being a public
    registrant. These costs are not allocated to the operating
    segments when determining segment profit or loss.
    Atlantic Power Corporation
    Table 10A – Cash Distributions from Projects (by Segment, in millions
    of U.S. dollars)
    Year ended December 31, 2013
                                                          Other,
                          Repayment                       including
                 Project  of        Interest                        Cash
    Unaudited                                Capital      changes   Distributions
                 Adjusted long-term expense, expenditures in
                 EBITDA   debt      net                             from Projects
                                                          working
                                                          capital
    Segment
    East
    Consolidated $100.3   $(3.9)    $(17.3)  $(6.7)       $18.8     $91.2
    Equity       50.4     (14.0)    (3.6)    (0.9)        4.3       36.2
    method
    Total        150.7    (17.9)    (20.9)   (7.6)        23.1      127.4
    West
    Consolidated 61.6     -         -        (1.1)        (2.3)     58.2
    Equity       17.2     1.2       (0.3)    (1.1)        (2.9)     14.1
    method
    Total        78.8     1.2       (0.3)    (2.2)        (5.2)     72.3
    Wind
    Consolidated 50.0     (7.0)     (14.6)   (11.2)       6.2       23.4
    Equity       9.6      (2.6)     (4.9)    -            0.4       2.5
    method
    Total        59.6     (9.6)     (19.5)   (11.2)       6.6       25.9
    Total        211.9    (10.9)    (31.9)   (19.0)       22.7      172.8
    consolidated
    Total equity 77.2     (15.4)    (8.8)    (2.0)        1.8       52.8
    method
    Un-allocated (18.6)   (0.2)     3.1      0.1          15.6      -
    corporate
    Total        $270.5   $(26.5)   $(37.6)  $(20.9)      $40.1     $225.6
    Notes: Table 10A presents Cash Distributions from Projects and Project
    Adjusted EBITDA, which are not recognized measures under GAAP and do not have
    any standardized meanings prescribed by GAAP; therefore, these measures may
    not be comparable to similar measures presented by other companies.
    The Company has four reportable segments: East, West, Wind and Un-allocated
    Corporate. The Company revised its reportable business segments in the fourth
    quarter of 2013 as a result of recent significant asset sales and in order to
    align with changes in management's structure, resource allocation and
    performance assessment in making decisions regarding its operations. The
    Company's financial results for the year ended December 31, 2013 has been
    presented to reflect these changes in operating segments. These changes
    reflect the Company's current operating focus. The segment classified as
    Un-allocated Corporate includes activities that support the executive and
    administrative offices, capital structure and costs of being a public
    registrant. These costs are not allocated to the operating segments when
    determining segment profit or loss.
    Atlantic Power Corporation
    Table 10B – Cash Distributions from Projects (by Segment, in millions
    of U.S. dollars)
    Year ended December 31, 2012
                                                          Other,
                          Repayment                       including
                 Project  of        Interest                        Cash
    Unaudited                                Capital      changes   Distributions
                 Adjusted long-term expense, expenditures in
                 EBITDA   debt      net                             from Projects
                                                          working
                                                          capital
    Segment
    East
    Consolidated $91.2    $(2.4)    $(13.8)  $(1.3)       $14.6     $88.3
    Equity       54.5     (19.3)    (4.7)    (0.4)        0.4       30.5
    method
    Total        145.7    (21.7)    (18.5)   (1.7)        15.0      118.8
    West
    Consolidated 67.6     -         -        (0.1)        0.5       68.0
    Equity       14.5     (3.6)     (0.4)    (0.2)        1.4       11.7
    method
    Total        82.1     (3.6)     (0.4)    (0.3)        1.9       79.7
    Wind
    Consolidated 4.3      -         (1.9)    -            (2.4)     -
    Equity       6.6      (2.0)     (3.2)    0.2          (0.3)     1.3
    method
    Total        10.9     (2.0)     (5.1)    0.2          (2.7)     1.3
    Total        163.1    (2.4)     (15.7)   (1.4)        12.7      156.3
    consolidated
    Total equity 75.6     (24.9)    (8.3)    (0.4)        1.5       43.5
    method
    Un-allocated (11.1)   -         -        -            11.1      -
    corporate
    Total        $227.6   $(27.3)   $(24.0)  $(1.8)       $25.3     $199.8
    Notes: Table 10B presents Cash Distributions from Projects and Project
    Adjusted EBITDA, which are not recognized measures under GAAP and do not have
    any standardized meanings prescribed by GAAP; therefore, these measures may
    not be comparable to similar measures presented by other companies.
    The Company has four reportable segments: East, West, Wind and Un-allocated
    Corporate. The Company revised its reportable business segments in the fourth
    quarter of 2013 as a result of recent significant asset sales and in order to
    align with changes in management's structure, resource allocation and
    performance assessment in making decisions regarding its operations. The
    Company's financial results for the year ended December 31, 2012 has been
    presented to reflect these changes in operating segments. These changes
    reflect the Company's current operating focus. The segment classified as
    Un-allocated Corporate includes activities that support the executive and
    administrative offices, capital structure and costs of being a public
    registrant. These costs are not allocated to the operating segments when
    determining segment profit or loss.
       Atlantic Power Corporation
    Table 11 – Cash Available for Distribution (in millions of U.S.
    dollars)
    Unaudited
    Years ended December 31,
                                                   2013    2012     2011
    Cash Distributions from Projects               $225.6  $199.8   $35.9
    Repayment of long-term debt                    (26.5)  (27.3)   (62.3)
    Interest expense, net                          (37.6)  (24.0)   (15.2)
    Capital expenditures                           (20.9)  (1.8)    (2.6)
    Other, including changes in working capital    40.1    25.3     29.2
    Project Adjusted EBITDA                        $270.5  $227.6   $86.8
    Depreciation and amortization                  209.8   164.9    55.5
    Interest expense, net                          38.5    24.0     15.2
    Change in the fair value of derivative         (50.3)  56.6     17.2
    instruments
    Other (income) expense                         8.2     11.5     2.5
    Project income (loss)                          $64.3   $(29.4)  $(3.6)
    Administrative and other expenses              101.4   112.9    77.4
    Income tax expense (benefit)                   (19.5)  (28.1)   (11.1)
    Income (loss) from discontinued operations,    (6.2)   13.9     34.3
    net of tax
    Net loss                                       $(23.8) $(100.3) $(35.6)
    Adjustments to reconcile to net cash provided  129.1   264.7    103.8
    by operating activities
    Change in other operating balances             47.1    2.7      (12.3)
    Cash flows from operating activities           $152.4  $167.1   $55.9
    Project-level debt repayments                  (15.6)  (19.6)   (21.5)
    Purchases of property, plant and equipment (1) (6.5)   (2.9)    (2.0)
    Transaction costs (2)                          -       -        33.4
    Realized foreign currency losses on hedges
    associated with the Partnership transaction    -       -        16.5
    (3)
    Distributions to noncontrolling interests      (8.9)   -        -
    Dividends on preferred shares of a subsidiary  (12.6)  (13.0)   (3.2)
    company
    Cash Available for Distribution                $108.8  $131.6   $79.1
    Total cash dividends declared to shareholders  58.0    131.8    86.4
    Payout Ratio                                   53%     100%     109%
    (1) Excludes construction costs related to our Piedmont biomass project
    and Canadian Hills and Meadow Creek projects.
    (2) Represents costs incurred associated with the Partnership
    acquisition.
    (3) Represents realized foreign currency losses associated with foreign
    exchange forwards entered into in order to hedge a portion of the
    foreign currency exchange risks associated with the closing of the
    Partnership acquisition.
    Note: Table 11 presents Cash Distributions from Projects, Project
    Adjusted EBITDA, Cash Available for Distribution and Payout Ratio,
    which are not recognized measures under GAAP and do not have any
    standardized meanings prescribed by GAAP; therefore, these measures may
    not be comparable to similar measures presented by other companies.
    Atlantic Power Corporation
    Table 12 – Project Adjusted EBITDA by Project (for Selected
    Projects)
    (in millions of U.S. dollars)
    Unaudited
                                                Years ended December 31,
                                                2013   2012    2011
    East                          Accounting
    Cadillac                      Consolidated  $9.1   $9.3    $8.9
    Curtis Palmer                 Consolidated  32.1   28.0    8.1
    Nipigon                       Consolidated  13.4   14.6    1.8
    North Bay                     Consolidated  8.5    8.1     1.9
    Tunis                         Consolidated  9.5    13.5    3.0
    Piedmont                      Consolidated  2.3    (0.1)   -
    Other (1)                     Consolidated  25.4   17.8    3.4
    Chambers                      Equity method 20.6   27.8    16.6
    Selkirk                       Equity method 20.8   17.8    16.5
    Orlando                       Equity method 9.0    8.9     6.6
    Total                                       150.7  145.7   66.8
    West
    Manchief                      Consolidated  16.9   15.1    3.6
    Williams Lake                 Consolidated  16.5   18.5    2.7
    Other (2)                     Consolidated  28.2   34.0    3.3
    Other (3)                     Equity method 17.2   14.5    6.8
    Total                                       78.8   82.1    16.4
    Wind
    Canadian Hills                Consolidated  25.6   0.8     -
    Meadow Creek                  Consolidated  14.0   -       -
    Rockland                      Consolidated  10.4   3.5     -
    Other (4)                     Equity method 9.6    6.6     4.3
    Total                                       59.6   10.9    4.3
    Totals
    Consolidated projects                       211.9  163.1   36.7
    Equity method projects                      77.2   75.6    50.8
    Un-allocated corporate                      (18.6) (11.1)  (0.7)
    Total Project Adjusted EBITDA               $270.5 $227.6  $86.8
    Depreciation and amortization               $209.8 $164.9  $55.5
    Interest expense, net                       38.5   24.0    15.2
    Change in the fair value of                 (50.3) 56.6    17.2
    derivative instruments
    Other (income) expense                      8.2    11.5    2.5
    Project income (loss)                       $64.3  $(29.4) $(3.6)
    (1) 2013, 2012 and 2011: Kenilworth, Calstock, Kapuskasing and
    Morris
    (2) 2013: Moresby Lake, Mamquam, Naval Station, North Island, Naval
    Training Station, Greeley, Oxnard; 2012 and 2011: Includes 2013
    projects and Badger Creek
    (3) 2013: Koma Kulshan, Gregory, Delta-Person, Frederickson; 2012
    and 2011: Includes 2013 projects and PERH
    (4) 2013: Idaho Wind, Goshen North; 2012 and 2011: Idaho Wind
    Notes: Table 12 presents Project Adjusted EBITDA, which is not a
    recognized measure under GAAP and does not have any standardized
    meaning prescribed by GAAP; therefore, this measure may not be
    comparable to a similar measure presented by other companies. The
    Company has not reconciled non-GAAP financial measures relating to
    individual projects to the directly comparable GAAP measures due to
    the difficulty in making the relevant adjustments on an individual
    project basis.
    The Company has four reportable segments: East, West, Wind and
    Un-allocated Corporate. The Company revised its reportable business
    segments in the fourth quarter of 2013 as a result of recent
    significant asset sales and in order to align with changes in
    management's structure, resource allocation and performance
    assessment in making decisions regarding its operations. The
    Company's financial results for the years ended December 31, 2013,
    2012 and 2011 have been presented to reflect these changes in
    operating segments. These changes reflect the Company's current
    operating focus. The segment classified as Un-allocated Corporate
    includes activities that support the executive and administrative
    offices, capital structure and costs of being a public registrant.
    These costs are not allocated to the operating segments when
    determining segment profit or loss.



SOURCE  Atlantic Power Corporation 
http://www.atlanticpower.com 
http://photos.prnewswire.com/prnh/20110809/NE49346LOGO 
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http://www.newswire.ca/en/releases/archive/February2014/27/c8094.html 
CO: Atlantic Power Corporation
ST: Massachusetts
NI: OIL UTI ERN CONF EST ERN  
-0- Feb/27/2014 22:48 GMT
 
 
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