ATLANTIC POWER CORPORATION (TSE:ATP) Files An 8-K Entry into a Material Definitive Agreement

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ATLANTIC POWER CORPORATION (TSE:ATP) Files An 8-K Entry into a Material Definitive Agreement

ATLANTIC POWER CORPORATION (TSE:ATP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.        Entry into a Material Definitive Agreement.

On January 31, 2020, APLP Holdings Limited Partnership (“APLP Holdings”), a wholly-owned subsidiary of Atlantic Power Corporation (the “Company”), entered into the Fifth Amendment (the “Fifth Amendment”) to the Credit and Guaranty Agreement, dated as of April 13, 2016 (as amended prior to the Fifth Amendment, the “Credit Agreement”), among APLP Holdings, the Company and certain subsidiaries of APLP Holdings, as guarantors, Goldman Sachs Lending Partners LLC, as administrative agent and collateral agent, and the other lenders and L/C issuers party thereto.

The Fifth Amendment, among other changes to the Credit Agreement, reduces the Applicable Margin (as defined in the Credit Agreement) with respect to the term loan and revolving loan by 0.25% over the remainder of the loans, to LIBOR plus 250 basis points. The Fifth Amendment also provides for an additional reduction of the Applicable Margin by 0.25% if the Leverage Ratio (as defined in the Credit Agreement) is less than 2.75:1.00; adjusts the Target Debt Balance (as defined in the Credit Agreement) to reflect the previously announced anticipated closing of the sale of the Company’s Manchief power plant in 2022, resulting in lower targeted debt repayment in 2020 and higher targeted debt repayment in 2022 as compared to the previous schedule; adjusts the Consolidated Excess Cash Flow (as defined in the Credit Agreement) sweep and adds customary new provisions relating to the replacement of LIBOR as the benchmark for the Eurodollar Rate (as defined in the Credit Agreement) replacement; and extends the maturity of the Term Loans (as defined in the Credit Agreement) by 24 months to April 21, 2025. The revolving loan’s maturity date remains April 2022.

The foregoing description of the Fifth Amendment does not purport to be complete and is qualified in its entirety by the full text of the Fifth Amendment, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 2.03        Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained in Item 1.01 of this Current Report on Form 8-K concerning the Fifth Amendment is incorporated by reference into this Item 2.03.

Item 7.01        Regulation FD Disclosure

On February 3, 2020, the Company issued a press release (the “Press Release”) announcing the Fifth Amendment. A copy of the Press Release is included as Exhibit 99.1 hereto and is incorporated by reference herein.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section, nor shall such information be deemed to be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise stated in that filing.

Item 9.01.         Financial Statements and Exhibits

(d) Exhibits

ATLANTIC POWER CORP Exhibit
EX-10.1 2 ex-10d1.htm EX-10.1 at_Ex10_1   Exhibit 10.1 EXECUTION VERSION FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of January 31,…
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About ATLANTIC POWER CORPORATION (TSE:ATP)

Atlantic Power Corporation (Atlantic Power) owns and operates a fleet of power generation assets in the United States and Canada. The Company’s power generation projects sell electricity to utilities and other commercial customers primarily under long-term power purchase agreements (PPAs). Atlantic Power operates through four segments: East U.S., West U.S., Canada and Un-Allocated Corporate. Atlantic Power’s power generation projects in operation have an aggregate gross electric generation capacity of approximately 2,140 megawatts (MW), in which its aggregate ownership interest is approximately 1,500 MW. The Company’s portfolio consists of interests in approximately 20 operational power generation projects across over nine states in the United States and approximately two provinces in Canada. The Company’s power generation projects are primarily located in California, the United States Mid-Atlantic, New York and the provinces of Ontario and British Columbia.