Macquarie Power & Infrastructure Income Fund Announces Bought Deal Financing
TORONTO, ONTARIO (December 14, 2010) – Macquarie Power & Infrastructure Income
Fund (TSX: MPT.UN; MPT.DB.A – “MPT” or the “Fund) today announced that it has
entered into an agreement with a syndicate of underwriters led by Macquarie Capital
Markets Canada Ltd.1 and TD Securities Inc. (the “Underwriters”) for a bought deal private
placement offering of 7,895,000 units of the Fund (“Units”) at a price of $7.60 per Unit for gross
proceeds to the Fund of approximately $60 million (the “Offering”).
The net proceeds of the Offering will be used by the Fund for acquisitions and for general
purposes. With this additional capital, the Fund will have more than $200 million to deploy
towards acquisitions. When the Fund’s recent investments in the Swedish district heating
business and Amherstburg Solar Park are excluded, the Fund will have more than $60 million
to pursue new acquisitions.
“We appreciate the strong financial community support of MPT’s mandate and strategy and
look forward to further broadening our relationships with investors,” said Michael Bernstein,
President and Chief Executive Officer, MPT. “The proceeds from this offering will enhance our
financial flexibility to pursue new growth opportunities that will increase the scale and value of
The Fund has granted the Underwriters an option, exercisable in whole or in part at any time
up to 48 hours prior to the closing of the Offering, to increase the size of the Offering by up to
The Offering is subject to approval by the Toronto Stock Exchange and other customary
conditions and is scheduled to close on December 22, 2010.
The securities to be 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 mandate is to invest in core infrastructure
businesses in Canada and internationally. MPT aims to acquire and actively manage a high
quality portfolio of long-life infrastructure businesses that will generate sustainable, long-term
distributions and an attractive total return for investors. MPT’s portfolio currently includes
investments in gas cogeneration, wind, hydro and biomass power generating facilities,
representing approximately 350 MW of installed capacity. MPT is also currently developing a
20 MW solar power facility in Ontario. MPT is managed by an affiliate of Macquarie Group
Limited. Please visit www.macquarie.com/mpt for additional information.
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 these entities.
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. Forward-looking 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, that there will be no unplanned material changes to the Fund’s facilities, equipment or contractual
arrangements, and that the Offering will be completed.
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; unitholder liability) and that the conditions to the Offering will not be satisfied. 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.
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:
1 Macquarie 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.