Northland Power Announces Pricing of $500 Million Inaugural Green Subordinated Notes

Not for distribution to U.S. newswire services or for dissemination in the United States or its possessions. Any failure to comply with this restriction may constitute a violation of U.S. securities law.

This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated September 7, 2022 to its short form base shelf prospectus dated June 16, 2021.

TORONTO, June 14, 2023 (GLOBE NEWSWIRE) -- Northland Power Inc. (“Northland” or the “Company”) (TSX: NPI) today announced that it has priced a private placement offering (the “Offering”) in Canada of $500 million Fixed-to-Fixed Rate Green Subordinated Notes, Series 2023-A, due June 30, 2083 (the “Notes”). The Notes will carry a fixed coupon of 9.25% per annum until the first reset date on June 30, 2028. The Offering is expected to close on June 21, 2023.

The Notes are expected to have an after-tax cash cost in Euros to the Company of approximately 6.20% after the benefit of a Canadian dollar to Euro hedge and applicable corporate tax deductions. The Notes will be rated BB+ by both S&P and Fitch and will benefit from 50% equity treatment by both S&P and Fitch.

The Offering represents Northland’s first green corporate hybrid bond issuance pursuant to its Green Financing Framework, which was updated in May 2023 and for which Sustainalytics provided a second-party opinion. The Green Financing Framework and second-party opinion from Sustainalytics can be found on the Company’s website. HSBC acted as Sole Green Structuring Agent to Northland on its Green Financing Framework.

The Company intends to allocate the net proceeds from the Offering toward financing investments in “green” projects that meet the eligibility criteria of Northland’s Green Financing Framework, notably the Baltic Power offshore wind farm in Poland and the Oneida energy storage project in Ontario.

“This Offering forms part of our funding strategy in support of our investments to achieve financial close this year, namely the 1.2 GW Baltic Power offshore wind farm in Poland and 250 MW Oneida energy storage project in Ontario,” said Pauline Alimchandani, Northland’s Chief Financial Officer. “We are pleased with the support by the fixed income financial community to support these important investments and Northland’s goal of helping the global transition to renewable energy.”

The Offering is being made in Canada through a syndicate of underwriters co-led by CIBC Capital Markets and HSBC.

ABOUT NORTHLAND

Northland Power is a global power producer dedicated to helping the clean energy transition by producing electricity from clean renewable resources. Founded in 1987, Northland has a long history of developing, building, owning and operating clean and green power infrastructure assets and is a global leader in offshore wind. In addition, Northland owns and manages a diversified generation mix including onshore renewables, efficient natural gas energy, as well as supplying energy through a regulated utility.

Headquartered in Toronto, Canada, with global offices in eight countries, Northland owns or has an economic interest in 3.0 GW (net 2.6 GW) of operating capacity. The Company also has a significant inventory of projects in construction and in various stages of development encompassing over 19 GW of potential capacity.

Publicly traded since 1997, Northland’s common shares, Series 1 and Series 2 preferred shares trade on the Toronto Stock Exchange under the symbols NPI, NPI.PR.A and NPI.PR.B respectively.

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements including certain future oriented financial information that 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,” “predicts,” “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 and the expected closing date, the expected use of proceeds from the Offering, Northland’s expectations for guidance, the completion of construction, attainment of financial close and commercial operations which may differ from expectations stated herein, the potential for future production from project pipelines, cost and output of development projects, litigation claims, plans for raising capital, the potential impact of certain tax credits, and the future operations, business, financial condition, financial results, priorities, ongoing objectives, strategies and outlook of Northland, and its subsidiaries and joint ventures. There is a risk that delays in closing the financings, failure to obtain the anticipated level of finance commitments and failure to close one or more financings could affect construction schedules and/or Northland’s cash or credit position and capital funding needs. 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 the projects, the provisions of contracts to which Northland or a subsidiary is a party, management’s current plans and its perception of historical trends, current conditions and expected future developments, the ability to obtain necessary approvals, satisfy any closing conditions, or obtain adequate financing regarding contemplated construction, acquisitions, dispositions, investments or financings, 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 include, but are not limited to, risks associated with sales contracts, Northland’s reliance on the performance of its offshore wind facilities at Gemini, Nordsee One and Deutsche Bucht for approximately 50% of its Adjusted EBITDA and Free Cash Flow , counterparty risks, contractual operating performance, variability of sales from generating facilities powered by intermittent renewable resources, offshore wind concentration, natural gas and power market risks, commodity price risks, operational risks, recovery of utility operating costs, Northland’s ability to resolve issues/delays with the relevant regulatory and/or government authorities, permitting, construction risks, procurement and supply chain risks, project development risks, disposition and joint-venture risks, acquisition risks, financing risks, interest rate and refinancing risks, impact of regional or global conflicts, liquidity risk, credit rating risk, currency fluctuation risk, variability of cash flow and potential impact on dividends, taxation, notably that corporate tax deductions are subject to the proposed excessive interest and financing expenses limitation (EIFEL) rules, natural events, environmental risks, climate change, health and worker safety risks, market compliance risk, government regulations and policy risks, utility rate regulation risks, international activities, cybersecurity, data protection and reliance on information technology, labour relations, reputational risk, insurance risk, risks relating to co-ownership, bribery and corruption risk, terrorism and security, legal contingencies, and the other factors described in the “Risks Factors” section of Northland’s 2022 Annual Information Form, which can be found at under Northland’s profile and on Northland’s website at northlandpower.com.

The forward-looking statements contained in this release are based on assumptions that were considered reasonable as of the date hereof. 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.

For further information, please contact:

Adam Beaumont, Vice President Finance and Head of Capital Markets

647-288-1929