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February 09, 2024
EDMONTON, Alberta – Capital Power Corporation (TSX: CPX) (“Capital Power” or the “Company”) is pleased to announce the closing today of the acquisition of 100% of the equity interests in CXA La Paloma, LLC (“La Paloma”), owner of the 1,062 MW La Paloma natural gas-fired generation facility in Kern County, California (the “La Paloma Acquisition”).
In addition, Federal Energy Regulatory Commission (“FERC”) approval for the acquisition by a 50/50 partnership between Capital Power Investments, LLC and an affiliate of a fund managed by BlackRock’s Diversified Infrastructure business (“BlackRock”) of 100% of the equity interests in New Harquahala Generation Company, LLC (“Harquahala”) has been received and the closing of that acquisition is expected shortly, subject to normal closing conditions (the “Harquahala Acquisition” and, together with the La Paloma Acquisition, the “Acquisitions”). Harquahala owns the 1,092 MW Harquahala natural gas-fired generation facility in Maricopa County, Arizona. The Harquahala closing is anticipated in conjunction with the closing of approximately US$442 million of combined term loans, letter of credit loans and revolving loans.
The Acquisitions were previously announced on November 20, 2023. The net purchase price for the Acquisitions attributable to Capital Power is US$1.1 billion, subject to working capital adjustments. Capital Power partially financed the Acquisitions with the net proceeds of an offering of subscription receipts (the “Subscription Receipts”) for approximately $400 million, which closed on November 28, 2023 and consisted of a $300 million bought public offering and a $100 million private placement with Alberta Investment Management Corporation (“AIMCo”). Capital Power also financed the Acquisitions with the net proceeds from a public offering of $850 million principal amount of unsecured medium term notes in Canada which closed on December 15, 2023. Capital Power will be responsible for the operation, maintenance and asset management of the facilities relating to the Acquisitions and will receive an annual management fee for the Harquahala facility.
With the closing of the La Paloma Acquisition having occurred, each Subscription Receipt will be automatically exchanged in accordance with their terms, without payment of additional consideration and without further action on the part of the holders thereof, for one common share of Capital Power (“Common Share”). Trading in the Subscription Receipts is expected to be halted and the Subscription Receipts will be delisted from the TSX at the close of trading today.
Located in the U.S. WECC region1, the Acquisitions are strategically positioned within their markets and create additional growth opportunities for both the Company’s gas-fired and renewable generation businesses. Capital Power intends to leverage its deep knowledge and experience in plant operations to commercially optimize these assets and help drive long-term value as part of its broader fleet. Capital Power’s fleet of flexible and reliable gas-fired generation assets is the 5th largest in North America2 with the addition of the Acquisitions and the recently closed Frederickson 1 Generating Station acquisition.
|Kern County, California
|Maricopa County, Arizona
|Commercial Operation Date:
|Resource adequacy contracts through 2029 with multiple investment grade utilities and load serving entities
|100% contracted tolling agreement through 2031 with an investment grade utility
|4 Alstom GT24B CTs
4 Alstom/CE HRSGs
4 Alstom VAX STs
|3 Siemens 501G CTS
3 Nooter/Erikson HRSGs
3 Siemens STs
|Natural Gas Source:
|Mojave Pipeline Company LLC
|El Paso Natural Gas Company LLC
|SRP; existing unutilized interconnection capacity includes 1,100 MW at the Hassayampa substation
|443 acres total with 412 acres available for development
|640 acres total with 496 acres available for development
All references to dollar amounts contained herein are to Canadian dollars unless otherwise indicated.
U.S. Securities Laws Disclosures
The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute an offer of securities for sale in the United States, nor may any securities referred to herein be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and the rules and regulations thereunder. The securities referred to herein have not been registered pursuant to the U.S. Securities Act or any state securities laws, there is no intention to register any of the securities in the United States or to conduct a public offering of securities in the United States.