Innergex Announces the Acquisition of Cloudworks Energy and $150 Million Public Equity Offering

by NationTalk on February 15, 2011863 Views

Longueuil, Quebec – Feb. 14, 2011 –

• Increasing net installed capacity by 23% with high quality hydro assets located in British Columbia
• 75 MW of net operating hydroelectric capacity
• 76 MW of net hydroelectric capacity currently under development with PPAs
• Large pool of hydroelectric prospective projects• All acquired operating facilities and projects under development are supported by 40-year PPAs with BC Hydro (AAA rated by S&P)
• Portfolio weighted average remaining PPA term to be extended from 21 to 25 years
• Weighted average credit rating of electricity off-takers increased to AA
• Development synergies enhance Innergex’s future growth prospects in B.C.
• Accretive to free cash flow per share
• Further diversifies Innergex’s portfolio and enhances its position as a premier renewable power developer
• $150 million equity bought deal financing of subscription receipts

THIS MEDIA RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Innergex Renewable Energy Inc. (TSX:INE) (“Innergex” or the “Corporation”) announces that it has entered into a definitive agreement (the “Agreement”) with the shareholders of Cloudworks Energy Inc. (“Cloudworks”) to acquire all of the issued and outstanding shares of Cloudworks (the “Acquisition”). Pursuant to the Agreement, and subject to certain adjustments, Cloudworks will be purchased for an aggregate consideration of $185 million (the “Purchase Price”), approximately $ 145.7 million of which will be payable in cash (the “Cash Consideration”) and approximately $39.3 million of which will be payable by the issuance, by way of private placement, of common shares of the Corporation. In addition to the Purchase Price, the vendors will be entitled to receive conditional deferred payments. The conditional deferred payments provide for a potential sharing of the value created if the Cloudworks assets perform better than expected and would result in incremental accretion to Innergex, net of these payments.

Headquartered in Vancouver, British Columbia and founded in 2000, Cloudworks currently employs 30 people. Cloudworks’ portfolio of assets consists of an interest of 50.01% in six run-of-river hydroelectric facilities having a combined gross installed capacity of 150 MW (the “Harrison Operating Facilities”); full ownership of 76 MW of run-of-river hydroelectric projects under development with 40-year power purchase agreements (“PPAs”) (the “Cloudworks Development Projects”); and full ownership of run-of-river hydroelectric projects in various stages of development having a potential aggregate installed capacity of over 800 MW (the “Cloudworks Prospective Projects”).

“We are thrilled with the acquisition of Cloudworks”, states Mr. Michel Letellier, President and Chief Executive Officer of Innergex. “This transaction represents a unique opportunity for Innergex to acquire a large portfolio of high quality hydroelectric operating facilities and development projects. It will significantly expand Innergex’s asset portfolio and enhance our growth profile. Cloudworks’ assets will further diversify our revenues and increase our installed capacity by as much as 23 % (from 326 MW to 401 MW)”.

Mr. Letellier explains that Innergex has previously partnered with Cloudworks for the development of its 50 MW Rutherford Creek hydroelectric facility. “We look forward to welcoming the Cloudworks’ team to the Innergex organisation. We know them very well; we value their work and recognize their achievements.”

Mr. Nicholas Andrews, President of Cloudworks, shares Innergex’s enthusiasm, adding that “The merger of the two teams should yield development cost synergies and operational efficiencies. In fact, joining forces with a highly reputable firm such as Innergex, which shares the same development philosophy and culture, brings an array of new opportunities for the employees. The combined team, with access to a stronger balance sheet, will be better positioned to increase the supply of green energy to the Province of British Columbia.”

In order to offer a smooth transition, the Cloudworks principals, Mr. David F. Andrews, Mr. Nicholas Andrews and Mr. John D. Johnson, have agreed to stay involved with Innergex in an advisory role for a period of at least one year after closing.

DOWNLOAD full press release Innergex Announces the Acquisition of Cloudworks Energy and $150 Million Public Equity Offering

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