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Atlantic Power Corporation Announces Launch By Atlantic Power Limited Partnership Of Syndication Of New Senior Secured Credit Facilities

BOSTON, Jan. 30, 2014 /PRNewswire/ -- Atlantic Power Corporation (TSX: ATP; NYSE: AT) (the "Company"), today announced that, as part of the Company's ongoing plans to address its upcoming debt maturities and improve its financial flexibility, Atlantic Power Limited Partnership ("APLP"), a wholly-owned indirect subsidiary of the Company, launched the syndication of new senior secured credit facilities, comprising up to $600 million in aggregate principal amount of senior secured term loan facilities and up to $200 million in aggregate principal amount of senior secured revolving credit facilities (collectively, the "new credit facilities"). The Company and its subsidiaries expect to use the new credit facilities to:
  • replace the Company's existing US$150M senior secured revolving credit facility;
  • fund the optional prepayment or redemption of certain outstanding debt securities issued by subsidiaries of the Company referred to below;
  • provide for ongoing working capital needs of APLP and its subsidiaries;
  • support APLP's and its subsidiaries' collateral support obligations to contract counterparties;
  • provide for general corporate purposes of APLP and its subsidiaries;
  • (subject to certain limitations) provide for ongoing working capital needs, general corporate purposes, and collateral support obligations to contract counterparties of Atlantic Power Generation, Inc. ("APGI"), another wholly-owned subsidiary of the Company;
  • fund a debt service reserve, and pay transaction costs and expenses; and
  • (upon closing) make a distribution to the Company from remaining proceeds of the term loans, which the Company may use for any corporate purpose, including, in the discretion of the Company, additional debt reduction which may, taking into account available funds, market conditions and other relevant factors, include steps to repurchase or redeem, by means of a tender offer or otherwise, a portion of the Company's 9.0% senior unsecured notes due 2018 (the "9.0% Notes").

The Company will optionally prepay or redeem in whole, at a price equal to par plus accrued interest and applicable make-whole premium, the following debt securities of its subsidiaries using funds that will be available under the new credit facilities:
  • the $190,000,000 aggregate principal amount outstanding of 5.9% Senior Notes due 2014 issued by Curtis Palmer LLC; and
  • the $150,000,000 aggregate principal amount outstanding of 5.87% Senior Guaranteed Notes, Series A, due 2015 and the $75,000,000 aggregate principal amount outstanding of 5.97% Senior Guaranteed Notes, Series B, due 2017 issued by Atlantic Power (US) GP.

The early prepayment of the Atlantic Power (US) GP securities was facilitated by the Company's recent successful consent solicitation under which one hundred percent of the noteholders approved the issuer's solicitation of a waiver of the prepayment notice provisions of the Note Purchase Agreement governing such securities.

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