Atlantic Power to acquire Capital Power Income L.P. in $1.1B deal

U.S. power producer Atlantic Power Corp. plans to buy Capital Power Income L.P. for about $1.1 billion in a deal that will allow an Edmonton-based part owner to pursue projects that are a better fit with its strategy.

“What it does from our standpoint, is it frees up the organization to focus and pursue assets that fit with our geographic, technical and financial targets,” said Brian Vaasjo, CEO of Capital Power Corp., which holds a 29 per cent stake in CPILP.

“The (CPILP) assets are relatively small and one of our objectives is to invest in larger assets,” Vaasjo said Monday.

The average plant in Capital Power’s fleet produces about 250 megawatts of electricity, whereas those in the partnership produce about 70 megawatts.

Capital Power undertook a strategic review in October 2010, more than a year after it was spun off from the City of Edmonton’s utility, Epcor Utilities Inc.

It’s interest in the partnership was an attractive source of capital until the federal government imposed a new tax on income trusts earlier this year. Once it went public in 2009, Capital could get the funds it needed from investors, instead of having to rely on the partnership.

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Capital Power could have just bought all of the partnerships assets “but it came to the conclusion that the assets don’t really fit where we are going,” said Vaasjo.

Independent directors of CPILP determined the deal with Boston-based Atlantic was the best option and a special committee has unanimously recommended unitholders accept it.

The deal will see Atlantic (TSX:ATP) pay $19.40 per unit either in cash or Atlantic Power shares. That represents a 4.1 per cent premium to the CPILP closing price of $18.63 on Friday and a 6.8 per cent premium to the partnership’s volume-weighted average trading price for the 30 days leading up to the start of the strategic review process on Oct. 5, 2010.

CPILP (TSX:CPA.UN) unitholders can choose to receive $19.40 in cash or 1.3 shares of ATP for each CPILP unit, subject to allocation limits.

Capital Power will receive about $320.3 million for its 29 per cent ownership interest in CPILP, plus an additional $10 million for the termination of its management agreement with CPILP.

In another outcome of the strategic review, CPILP will sell two North Carolina power facilities to an affiliate of Capital Power in a transaction worth $121 million. That will reduce the number of CPILP units outstanding by some 6.2 million units.

Capital Power has also entered into an agreement to buy the 150-megawatt Halkirk Wind Project from Greengate Power Corp.

The capital cost of the project is $357 million, which includes $33 million that will be paid to Greengate for their share in the project.

Meanwhile, Atlantic Power said its market capitalization should nearly double once the CPILP deal closes, making it the second-largest publicly listed power infrastructure company in Canada.

“Atlantic’s acquisition of CPILP is truly a win-win transaction for all stakeholders involved,” Atlantic CEO Barry Welch told a conference call with analysts.

Upon closing, Atlantic said it intends to increase dividends by five per cent to $1.15 from $1.094 on an annual basis.

Atlantic Power’s headquarters will remain in Boston, with additional offices in Chicago, Toronto and Richmond, B.C.

The deal is expected to be completed in the fourth quarter, subject to investor and regulatory approvals.

In afternoon trading on the Toronto Stock Exchange, CPILP gained 3.5 per cent to $19.28. Capital Power Corp. lost a penny to $26.78.

In Toronto, Atlantic shares dipped five cents to $14.91 and in New York, they lost 19 cents, or 1.2 per cent, to US$15.22.

Note to readers: CORRECTS Halkirk wind project sale details

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