Also Announce New Term Credit Facility and Intention to Redeem 6.75% Series 2009-2 Senior Unsecured Notes
TORONTO, ONTARIO–(Marketwire – Jan. 28, 2013) – EnerCare Inc. (TSX:ECI) and EnerCare Solutions Inc. ("EnerCare Solutions") today announced that EnerCare Solutions has entered into an agency agreement relating to the offering of $225 million aggregate principal amount of 4.60% Series 2013-1 Senior Unsecured Notes due February 3, 2020 (the "Notes"). The Notes will be sold at a price of $99.94 per $100.00 principal amount, with an effective yield of 4.61% per annum if held to maturity. The Notes will be offered under a prospectus supplement to EnerCare Solutions' short form base shelf prospectus dated July 20, 2012. The prospectus supplement will be filed with the securities regulatory authorities in each of the provinces and territories of Canada. The Notes are being offered in each of the provinces of Canada on a best efforts basis by a syndicate of agents led by TD Securities Inc. and National Bank Financial Inc., and including RBC Dominion Securities Inc. and CIBC World Markets Inc. The offering is expected to close on or about February 1, 2013.
EnerCare Solutions also today entered into a $60,000,000 term credit facility with the Canadian chartered bank affiliate of National Bank Financial Inc. The term credit facility is payable interest only until maturity in January 2016 and is prepayable in whole or in part at any time without penalty. The term credit facility bears interest at a rate of bankers' acceptances plus 120 basis points (at today's rate, approximately 2.46%) or prime plus 20 basis points at EnerCare's current credit rating. EnerCare Solutions expects to draw the full amount available under the term credit facility on or about the same day as the closing of the offering.
The proceeds of the offering and the drawdown of the term credit facility will be used by EnerCare Solutions to redeem all of its outstanding 6.75% Series 2009-2 Senior Unsecured Notes due April 30, 2014 (the "Series 2009-2 Notes"). The principal amount of Series 2009-2 Notes outstanding as of the date hereof is $270 million.
"This offering and term loan along with our refinancing in November 2012 creates a favourable capital structure for EnerCare," said John Macdonald, President and CEO. "It reduces the interest on our debt and provides staggered debt maturities with 3, 5 and 7 year terms and greater flexibility since we can prepay the term loan without penalty."
Promptly following closing of the offering, EnerCare Solutions intends to deliver a notice to Computershare Trust Company of Canada, as trustee for the Series 2009-2 Notes, with respect to the redemption of all of the issued and outstanding Series 2009-2 Notes in accordance with the terms of the trust indenture governing the Series 2009-2 Notes. EnerCare Solutions expects to redeem the Series 2009-2 Notes before March 31, 2013.
It is a condition of closing tha t the Notes are rated at least "BBB(high)", with a "stable" trend by DBRS Limited and "A-", with a "stable" outlook by Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc.
The offering of the Notes is only being made by way of prospectus. The prospectus supplement and the short form base shelf prospectus, including the documents incorporated by reference therein, contain important information concerning these securities. Prospective investors should read the prospectus supplement and the short form base shelf prospectus before making an investment decision.
This news release does not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The securities being offered have not been approved or disapproved by any regulatory authority nor has any such authority passed upon the accuracy or adequacy of the prospectus supplement or the short form base shelf prospectus.
The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered, sold or delivered, directly or indirectly, in the United States of America or to or for the account of U.S. persons.
Copies of the short form base shelf prospectus and, when filed, the prospectus supplement, relating to the offering of the Notes may be obtained from SEDAR at www.sedar.com.
About EnerCare Inc. and EnerCare Solutions Inc.
EnerCare and EnerCare Solutions own a portfolio of approximately 1.2 million installed water heaters and other assets, rented primarily to residential customers in Ontario. EnerCare also owns EnerCare Connections Inc., a leading sub-metering company, with metering contracts for condominium and apartment suites in Ontario, Alberta and elsewhere in Canada.
Additional information regardi ng EnerCare and EnerCare Solutions is available on SEDAR at www.sedar.com or through EnerCare's website at http://investors.enercare.ca. Information on the sub-metering business is also available at www.enercareconnections.com.
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