Macquarie Power & Infrastructure Income Fund Announces Closing of $69 Million Bought Deal Financing
TORONTO, ONTARIO (December 22, 2010) – Macquarie Power & Infrastructure Income
Fund (TSX: MPT.UN; MPT.DB.A – "MPT" or the "Fund) announced today that it has closed its previously announced bought deal private placement financing of 9,079,250 trust units
of the Fund ("Units") at a price of $7.60 per Unit for gross proceeds to the Fund of
approximately $69 million (the "Offering"). The syndicate of underwriters was led by
Macquarie Capital Markets Canada Ltd.1 and TD Securities Inc. and included BMO Nesbitt
Burns Inc., RBC Dominion Securities Inc., Cormark Securities Inc. and Jacob Securities Inc.
(collectively, the "Underwriters"). The Offering includes the issuance by the Fund of 1,184,250 Units pursuant to an Underwriters’ option, which was exercised by the Underwriters prior to closing.
The net proceeds of the Offering will be used by the Fund for acquisitions and for general
purposes. With this additional capital, the Fund has more than $200 million to deploy towards
acquisitions. After giving effect to the Fund’s proposed investments in the Swedish district
heating business and Amherstburg Solar Park, the Fund has more than $60 million to pursue
The securities offered have not been registered under the U.S. Securities Act of 1933, as
amended, and may not be sold in the United States absent registration or an applicable
exemption from the registration requirements.
About Macquarie Power & Infrastructure Income Fund
Macquarie Power & Infrastructure Income Fund’s mission is to build and responsibly manage a
portfolio of high quality core infrastructure businesses in Canada and internationally in order to
deliver a superior total return to investors through stable dividends and capital appreciation.
MPT’s portfolio currently includes investments in gas cogeneration, wind, hydro and biomass
power generating facilities across Canada, representing approximately 350 MW of installed
capacity. MPT is also developing a 20 MW solar power facility in Ontario and has entered into
an agreement to acquire a 33.3% interest in a portfolio of district heating operations in
Sweden. MPT is managed by an affiliate of Macquarie Group Limited. Please visit
www.macquarie.com/mpt for additional information. Effective January 1, 2011, MPT will
convert into Macquarie Power and Infrastructure Corporation, a dividend-paying corporation
publicly listed on the Toronto Stock Exchange under the symbol "MPT".
Notice to Readers
This news release is not an offer or invitation for subscription or purchase of or a recommendation of securities. It does not take into
account the investment objectives, financial situation and particular needs of the investor. Before making an investment in the Fund, the
investor or prospective investor should consider whether such an investment is appropriate to their particular investment needs,
objectives and financial circumstances and consult our investment adviser if necessary.
None of the entities noted in this news release is an authorized deposit-taking institution for the purposes of the Banking Act 1959
(Commonwealth of Australia). The obligations of these entities do not represent deposits or other liabilities of Macquarie Bank Limited
ABN 46 008 583 542. Macquarie Bank Limited does not guarantee or otherwise provide assurance in respect of the obligations of
Certain of the statements contained in this news release are forward-looking and reflect management’s expectations regarding the
Fund’s future growth, results of operations, performance and business based on information currently available to the Fund. Forwardlooking
statements are provided for the purpose of presenting information about management's current expectations and plans relating
to the future and readers are cautioned that such statements may not be appropriate for other purposes. These statements use
forward-looking words, such as “anticipate”, “continue”, “could”, “expect”, “may”, “will”, “estimate”, “believe” or other similar words.
The forward-looking statements in this news release are based on information currently available and what the Fund currently believes
are reasonable assumptions, including the material assumptions for each of the Fund’s assets set out in the Fund’s 2009 Annual
Report under the heading “Outlook” on page 42, as updated in subsequently filed Quarterly Financial Reports of the Fund (such
documents are available on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (“SEDAR”)
at www.sedar.com). Other material factors or assumptions that were applied in formulating the forward-looking statements contained
herein include the assumption that the business and economic conditions affecting the Fund’s operations will continue substantially in
their current state, including, with respect to industry conditions, general levels of economic activity, regulations, weather, taxes and
interest rates, and that there will be no unplanned material changes to the Fund’s facilities, equipment or contractual arrangements,
and that the acquisition of the district heating business (“DH Business”) will be completed in accordance with the terms of the
Although the Fund believes that it has a reasonable basis for the expectations reflected in these forward-looking statements, actual
results may differ from those suggested by the forward-looking statements for various reasons, including risks related to: power
infrastructure (operational performance; power purchase agreements; fuel costs and supply; contract performance; development risk;
technology risk; default under credit agreements; land tenure and related rights; regulatory regime and permits; environmental, health
and safety; climate change and the environment; force majeure; the Fund (changes in federal tax rules for flow-through entities; other
tax-related risks; variability of distributions; geographic concentration and non-diversification; dependence on Macquarie Power
Management Ltd. (“MPML” or the “Manager”) and potential conflicts of interest; insurance; environmental, health and safety regime;
availability of financing; unitholder dilution; volatile market price for units; international financial reporting standards; nature of units; and
unitholder liability). There are also a number of risks related to the Fund’s Plan of Arrangement (the “Arrangement”) providing for the
conversion of the Fund into a dividend-paying corporation (“MPIC”) on or about January 1, 2011 and to the activities of MPIC or the
ownership of MPIC common shares, including risks relating to: changes to the Arrangement structure; the assessment of fair market
value of the Fund units and MPIC common shares; the satisfaction of conditions precedent to the Arrangement; the receipt of
regulatory approvals affecting the Arrangement; the realization of the anticipated benefits of the Arrangement; the impact on the Fund’s
unit price and future business operations of the Fund should the Arrangement not be completed; dilution of MPIC shareholders; the
payment of dividends by MPIC, which are not guaranteed; and unpredictability and volatility of the common share price of MPIC. There
are also a number of risks related to the Fund’s proposed investment in the DH Business, including: general business risks inherent in
the district heating business; geographic concentration; minority interest; government regulation; termination of supply and customer
contracts; possible failure to complete the acquisition; enforcement of indemnities against the vendors of the DH Business;
environmental health and safety liabilities; liability and insurance; and reliance on key personnel.
For a more comprehensive description of these and other possible risks, please see the Fund’s Annual Information Form dated March
25, 2010 for the year ended December 31, 2009 as updated in subsequently filed Quarterly Financial Reports and other filings of the
Fund with the Canadian securities regulators. These filings are available on SEDAR at www.sedar.com. The assumptions, risks and
uncertainties described above are not exhaustive and other events and risk factors could cause actual results to differ materially from
the results and events discussed in the forward-looking statements. These forward-looking statements reflect current expectations of
the Fund as at the date of this news release and speak only as at the date of this news release. Except as may be required by law, the
Fund does not undertake any obligation to publicly update or revise any forward-looking statements.
FOR FURTHER INFORMATION PLEASE CONTACT:
1Macquarie Capital Markets Canada Ltd. is a wholly-owned subsidiary of Macquarie Group Limited and accordingly is a related party of Macquarie Power Management Ltd., the administrator of the Fund.