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8-K - 8-K - ATLANTIC POWER CORPa12-7194_38k.htm

Exhibit 99.1

 

GRAPHIC

 

Atlantic Power Corporation Releases First Quarter 2012 Results

 

BOSTON, MASSACHUSETTS — May 7, 2012 /PRNewswire/ -- Atlantic Power Corporation (NYSE: AT) (TSX: ATP) (“Atlantic Power” or the “Company”) today announced its results for the three months ended March 31, 2012. All amounts are in U.S. dollars unless otherwise indicated. Please see “Regulation G Disclosures” attached to this news release for an explanation and US GAAP reconciliation of the terms “Project Adjusted EBITDA” and “Cash Available for Distribution” as used in this news release.

 

Highlights

 

·                  Project Adjusted EBITDA increased by $56.9 million, or 158%, from the comparable period

·                  Acquired a 99% interest in Canadian Hills Wind, an approximate 300 MW wind power project in Oklahoma, and closed construction financing in March; construction commenced in April

·                  Announced agreement with Primary Energy Recycling Corporation (“PERC”) in February, in which they agreed to purchase Atlantic Power’s 14.3% interest in Primary Energy Recycling Holdings (“PERH”)

 

“Thanks to our transformative acquisition of Capital Power Income, LP (the “Partnership”) last year, we are benefiting from being a much larger company that owns and operates more than half of its projects,” said Barry Welch, President & CEO.  “We are building on the momentum of our recent growth initiatives and continue to deliver long-term value to our many stakeholders.  Our commercial development team is benefiting from increased interest on the part of development companies to partner on a variety of late-stage development projects, and from passive equity partners focused on leveraging our operating expertise.  Canadian Hills is a perfect example where we are deploying capital in an accretive acquisition that has added significant value to the Company.  We are also considering opportunities to rationalize any non-core assets in our portfolio given our scale and primary business focus.”

 

Operating Performance

 

Project Adjusted EBITDA, including earnings from equity investments, increased by $56.9 million, or 158%, to $92.9 million for the quarter ended March 31, 2012 compared to $36.0 million for the same period in 2011, primarily due to contributions from the 18 projects added to Atlantic Power’s portfolio when it acquired the Partnership, including: $9 million from Curtis Palmer; $6.4 million from Williams Lake; and $5.4 million from Tunis.

 

Aggregate power generation in MWhs for the three months ended March 31, 2012 increased approximately 138% from the comparable 2011 period primarily due to increased generation from the newly acquired Partnership projects.  Weighted average availability of Atlantic Power’s projects increased by 2.7% to 96.3% for the quarter ended March 31, 2012, compared to the same period in 2011.

 

Cash Available for Distribution

 

For the three months ended March 31, 2012, Cash Available for Distribution increased by $43.2 million compared to the same period in 2011, primarily due to an increase in working capital associated with the Ontario plants acquired in the Partnership acquisition as well as reducing the Company’s combined foreign currency forward positions as a result of the acquisition.  The payout ratio for the quarter ended March 31, 2012 was 55% compared to 114% for the same prior year period.  Due to the timing of numerous working capital adjustments and the cash payments associated with the Company’s corporate level interest payments, the Company’s payout ratio will fluctuate from quarter to quarter.  For example, the interest payments on its $460 million Senior Notes are due semi-annually (May and November) and will impact the payout ratio in the second and fourth quarters.

 

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The calculation of Cash Available for Distribution (in both US$ and Cdn$) and a summary of Project Adjusted EBITDA by segment for the quarters ended March 31, 2012 and 2011 are attached to this news release. [In addition, a summary of Project Adjusted EBITDA by project for the quarter ended March 31, 2012 is attached to this news release.]

 

Canadian Hills

 

In March, the Company closed on a $310 million non-recourse, project-level construction financing facility, for its 99% ownership interest in Canadian Hills Wind, which includes a $290 million construction loan and a $20 million, 5-year letter of credit facility.  The construction loan is structured to be repaid by tax equity investments, which we are actively pursuing, when the project commences commercial operations.  Atlantic Power is committed to investing approximately $180 million of equity (net of financing costs) following the funding of the construction financing.  The project began construction in April and we anticipate that the Project will begin commercial operations by the fourth quarter of 2012.  The Company expects approximately $16 to $19 million in cash distributions from the project for each full year of operations through 2020, after which time the Company expects distributions to increase.

 

Commercial Developments

 

In February, Atlantic Power entered into an agreement with Primary Energy Recycling Corporation whereby PERC will purchase the Company’s 14.3% common membership interests in PERH for approximately $24 million, plus a management agreement termination fee of approximately $6.1 million for a total price of $30.1 million.  The transaction remains subject to financing as well as pricing adjustment or termination under certain circumstances, and is expected to close in the second quarter of 2012.

 

In February, the Chambers project received a favorable ruling from the Superior Court of New Jersey in Salem County related to a summary judgment motion on liability related to the suit the project filed against DuPont regarding its performance under the energy services agreement. The court’s decision included a description of the pricing methodology that is consistent with the project’s position.  In April, the court issued its written opinion which ordered DuPont to pay Chambers $15.7 million (Atlantic’s share, $6.8 million) in damages and an estimated approximately $10.6 million (Atlantic’s share, $4.2 million) in additional interest and true-up charges.  Additional details on the suit can be found in the Company’s filings.

 

In March, Path 15 filed a formal settlement agreement establishing a revenue requirement at $28.8 million with the Administrative Law Judge for her review and certification to FERC for approval.  All of the parties in the rate case either support or do not oppose the settlement agreement.  Path 15 expects an order approving the settlement from FERC during the second quarter of 2012.

 

Outlook

 

Based on actual performance to date and projections for the remainder of the year, Atlantic Power expects to receive distributions from its projects in the range of $250 to $265 million for the full year 2012. The Company expects overall levels of operating cash flows in 2012 to be improved over 2011 levels due primarily to full year contributions from the Partnership assets and increased distributions from Selkirk following the final payment of its non-recourse, project-level debt by mid-2012. These increased operating cash flows in 2012, in addition to the smaller and final $1 million management termination fee to ArcLight and one-time realized gains from the termination of a portion of aggregate foreign currency forward contracts from the combined company, are expected to result in a significant increase in cash available for distribution from 2011.  Atlantic Power continues to anticipate a 2012 payout ratio of approximately 90% to 97%, subject to the financial performance of its projects.

 

Investor Conference Call and Webcast

 

A telephone conference call hosted by Atlantic Power’s management team will be held on Tuesday, May 8, 2012 at 10:00 AM ET. The telephone numbers for the conference call are: U.S. Toll Free: 1-877-317-6789; Canada Toll Free: 1-866-605-3852; International Toll: +1 412-317-6789.  The Conference Call will also be broadcast over Atlantic Power’s website. Please call or log in 10 minutes prior to the call. The

 

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telephone numbers to listen to the conference call after it is completed (Instant Replay) are U.S. Toll Free: 1-877-344-7529; International Toll: +1-412-317-0088. Please enter conference call number 10012731.  The conference call will also be archived on Atlantic Power’s website.

 

About Atlantic Power

 

Atlantic Power is a leading publicly traded, power generation and infrastructure company with a well diversified portfolio of assets in the United States and Canada. The Company’s power generation projects sell electricity to utilities and other large commercial customers under long-term power purchase agreements, which seek to minimize exposure to changes in commodity prices.  The net generating capacity of the Company’s projects is approximately 2,140 MW, consisting of interests in 31 operational power generation projects across 11 states and 2 provinces and an 84-mile, 500 kilovolt electric transmission line located in California.  In addition, the Company has one 53 MW biomass project under construction in Georgia and one approximate 300 MW wind project under construction in Oklahoma.  Atlantic Power also owns a majority interest in Rollcast Energy, a biomass power plant developer in Charlotte, NC.  Atlantic Power is incorporated in British Columbia, headquartered in Boston and has offices in Chicago, Toronto, Vancouver and San Diego.

 

The Company’s corporate strategy is to increase the value of the company through accretive acquisitions in North American markets while generating stable, contracted cash flows from its existing assets to sustain its dividend payout to shareholders.  The Company’s dividend is currently paid monthly at an annual rate of Cdn$1.15 per share.

 

Atlantic Power has a market capitalization of approximately $1.6 billion and trades on the New York Stock Exchange under the symbol AT and on the Toronto Stock Exchange under the symbol ATP.  For more information, please visit the Company’s website at www.atlanticpower.com or contact:

 

Atlantic Power Corporation 
Amanda Wagemaker, Investor Relations
(617) 977-2700 
info@atlanticpower.com

 

Copies of financial data and other publicly filed documents get filed on SEDAR at www.sedar.com or on EDGAR at www.sec.gov/edgar.shtml under “Atlantic Power Corporation” or on the Company’s website.

 

************************************************************************************************************

 

Cautionary Note Regarding Forward-looking Statements

 

To the extent any statements made in this news release contain information that is not historical, these statements are forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended and under Canadian securities law (collectively, “forward-looking statements”).

 

Certain statements in this news release may constitute “forward-looking statements”, which reflect the expectations of management regarding the future growth, results of operations, performance and business prospects and opportunities of our Company and our projects.  These statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of the words “may,” “will,” “project,” “continue,” “believe,” “intend,” “anticipate,” “expect” or similar expressions that are predictions of or indicate future events or trends and which do not relate solely to present or historical matters.  Examples of such statements in this press release include, but are not limited, to statements with respect to the following:

 

·     The expectation that distributions from our projects will be in the range of $250 million to $265 million for the full year 2012;

·     The expectation that overall levels of operating cash flows in 2012 will be improved over actual 2011 levels;

·     The expectation that the payout ratio in 2012 will be approximately 90% to 97%;

·     The expectation that the PERH transaction will close in the second quarter of 2012;

 

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·     The expectation that Canadian Hills will achieve commercial operation by the fourth quarter of 2012;

·     The expectation that Canadian Hills will provide between $16 and $19 million in cash distributions for each full year through 2020, after which time the Company expects distributions to increase; and

·     The expectation that Path 15 will receive an order approving the settlement from FERC during the second quarter of 2012.

 

Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not or the times at or by which such performance or results will be achieved.  Please refer to the factors discussed under “Risk Factors” in the Company’s periodic reports as filed with the Securities and Exchange Commission from time to time for a detailed discussion of the risks and uncertainties affecting our Company.  Although the forward-looking statements contained in this news release are based upon what are believed to be reasonable assumptions, investors cannot be assured that actual results will be consistent with these forward-looking statements, and the differences may be material.  These forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the Company assumes no obligation to update or revise them to reflect new events or circumstances.  The financial outlook information contained in this news release is presented to provide readers with guidance on the cash distributions expected to be received by the Company and to give readers a better understanding of the Company’s ability to pay its current level of distributions into the future.  Readers are cautioned that such information may not be appropriate for other purposes.

 

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Atlantic Power Corporation

Consolidated Balance Sheets (in thousands of U.S. dollars)

 

 

 

March 31,

 

December 31,

 

 

 

2012

 

2011

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

106,609

 

$

60,651

 

Restricted cash

 

27,761

 

21,412

 

Accounts receivable

 

59,501

 

79,008

 

Current portion of derivative instruments asset

 

10,610

 

10,411

 

Inventory

 

18,214

 

18,628

 

Prepayments and other

 

23,647

 

7,615

 

Refundable income taxes

 

2,301

 

3,042

 

Total current assets

 

248,643

 

200,767

 

 

 

 

 

 

 

Property, plant and equipment, net

 

1,549,626

 

1,388,254

 

Transmission system rights

 

178,319

 

180,282

 

Equity investments in unconsolidated affiliates

 

477,098

 

474,351

 

Other intangible assets, net

 

597,633

 

584,274

 

Goodwill

 

343,586

 

343,586

 

Derivative instruments asset

 

16,589

 

22,003

 

Other assets

 

64,216

 

54,910

 

Total assets

 

$

3,475,710

 

$

3,248,427

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

20,561

 

$

18,122

 

Accrued interest

 

33,534

 

19,916

 

Other accrued liabilities

 

41,456

 

43,968

 

Revolving credit facility

 

72,800

 

58,000

 

Current portion of long-term debt

 

246,520

 

20,958

 

Current portion of derivative instruments liability

 

50,030

 

20,592

 

Dividends payable

 

10,921

 

10,733

 

Other current liabilities

 

1,278

 

165

 

Total current liabilities

 

477,100

 

192,454

 

 

 

 

 

 

 

Long-term debt

 

1,364,685

 

1,404,900

 

Convertible debentures

 

193,269

 

189,563

 

Derivative instruments liability

 

109,873

 

33,170

 

Deferred income taxes

 

165,413

 

182,925

 

Power purchase and fuel supply agreement liabilities, net

 

46,811

 

71,775

 

Other non-current liabilities

 

60,022

 

57,859

 

Commitments and contingencies

 

 

 

Total liabilities

 

$

2,417,173

 

$

2,132,646

 

 

 

 

 

 

 

Equity

 

 

 

 

 

Common shares, no par value, unlimited authorized shares; 113,680,643 and 113,526,182 issued and outstanding at March 31, 2012 and December 31, 2011, respectively

 

1,217,893

 

1,217,265

 

Preferred shares issued by a subsidiary company

 

221,304

 

221,304

 

Accumulated other comprehensive income (loss)

 

12,216

 

(5,193

)

Retained deficit

 

(395,743

)

(320,622

)

Total Atlantic Power Corporation shareholders’ equity

 

1,055,670

 

1,112,754

 

Noncontrolling interest

 

2,867

 

3,027

 

Total equity

 

1,058,537

 

1,115,781

 

Total liabilities and equity

 

$

3,475,710

 

$

3,248,427

 

 

5



 

Atlantic Power Corporation

Consolidated Statements of Operations (in thousands of U.S. dollars, except per share amounts)

(Unaudited)

 

 

 

Three months ended March 31,

 

 

 

2012

 

2011

 

Project revenue:

 

 

 

 

 

Energy sales

 

$

75,968

 

$

18,502

 

Energy capacity revenue

 

62,518

 

27,138

 

Transmission services

 

7,161

 

7,644

 

Other

 

21,963

 

381

 

 

 

167,610

 

53,665

 

 

 

 

 

 

 

Project expenses:

 

 

 

 

 

Fuel

 

62,099

 

17,068

 

Operations and maintenance

 

31,500

 

11,072

 

Depreciation and amortization

 

36,468

 

10,879

 

 

 

130,067

 

39,019

 

Project other income (expense):

 

 

 

 

 

Change in fair value of derivative instruments

 

(58,122

)

3,561

 

Equity in earnings of unconsolidated affiliates

 

2,947

 

1,311

 

Interest expense

 

(7,033

)

(4,647

)

Other income (expense), net

 

15

 

(2

)

 

 

(62,193

)

223

 

Project income

 

$

(24,650

)

$

14,869

 

 

 

 

 

 

 

Administrative and other expenses (income):

 

 

 

 

 

Administration

 

7,833

 

4,054

 

Interest, net

 

22,036

 

3,968

 

Foreign exchange loss (gain)

 

986

 

(658

)

 

 

30,855

 

7,364

 

Income (loss) from operations before income taxes

 

(55,505

)

7,505

 

Income tax expense (benefit)

 

(16,291

)

1,523

 

Net (loss) income

 

(39,214

)

5,982

 

Net loss attributable to noncontrolling interest

 

(161

)

(154

)

Net income attributable to preferred shares of a subsidiary company

 

3,239

 

 

Net (loss) income attributable to Atlantic Power Corporation

 

$

(42,292

)

$

6,136

 

 

 

 

 

 

 

Net (loss) income per share attributable to Atlantic Power Corporation Shareholders:

 

 

 

 

 

Basic

 

$

(0.37

)

$

0.09

 

Diluted

 

$

(0.37

)

$

0.09

 

 

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Atlantic Power Corporation

Consolidated Statements of Cash Flows (in thousands of U.S. dollars)

(Unaudited)

 

 

 

Three months ended March 31,

 

 

 

2012

 

2011

 

Cash flows from operating activities:

 

 

 

 

 

Net loss

 

$

(39,214

)

$

5,982

 

Adjustments to reconcile to net cash provided by operating activities

 

 

 

 

 

Depreciation and amortization

 

36,468

 

10,879

 

Long-term incentive plan expense

 

1,081

 

825

 

Earnings from unconsolidated affiliates

 

(2,947

)

(1,311

)

Distributions from unconsolidated affiliates

 

249

 

1,450

 

Unrealized foreign exchange loss

 

12,916

 

1,878

 

Change in fair value of derivative instruments

 

58,122

 

(3,561

)

Change in deferred income taxes

 

(17,676

)

2,011

 

Change in other operating balances

 

 

 

 

 

Accounts receivable

 

19,507

 

(419

)

Prepayments, refundable income taxes and other assets

 

(14,134

)

176

 

Accounts payable and accrued liabilities

 

10,574

 

1,937

 

Other liabilities

 

1,546

 

500

 

Net cash provided by operating activities

 

$

66,492

 

$

20,347

 

 

 

 

 

 

 

Cash flows (used in) provided by investing activities:

 

 

 

 

 

Proceeds from loan with Idaho Wind

 

 

5,110

 

Change in restricted cash

 

(6,349

)

(7,524

)

Biomass development costs

 

(123

)

(308

)

Construction in progress

 

(163,427

)

(15,055

)

Purchase of property, plant and equipment

 

(716

)

(338

)

Net cash used in investing activities

 

(170,615

)

(18,115

)

 

 

 

 

 

 

Cash flows (used in) provided by financing activities:

 

 

 

 

 

Proceeds from issuance of project level debt

 

184,216

 

2,781

 

Repayment of project-level debt

 

(2,725

)

(3,400

)

Proceeds from revolving credit facility borrowings

 

22,800

 

 

Repayments of revolving credit facility borrowings

 

(8,000

)

 

Dividends paid

 

(36,031

)

(18,852

)

Deferred financing costs

 

(10,179

)

 

Net cash provided by (used in) financing activities

 

150,081

 

(19,471

)

Net (decrease) increase in cash and cash equivalents

 

45,958

 

(17,239

)

Cash and cash equivalents at beginning of the period

 

60,651

 

45,497

 

Cash and cash equivalents at end of the period

 

$

106,609

 

$

28,258

 

Supplemental cash flow information

 

 

 

 

 

Interest paid

 

$

17,953

 

$

4,659

 

Income taxes paid (refunded), net

 

$

644

 

$

14

 

Accruals for capital expenditures

 

$

3,695

 

$

 

 

 

 

 

 

 

 

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Regulation G Disclosures

 

Cash Available for Distribution is not a measure recognized under U.S. generally accepted accounting principles (“GAAP”) and does not have a standardized meaning prescribed by GAAP.  Management believes Cash Available for Distribution is a relevant supplemental measure of the Company’s ability to earn and distribute cash returns to investors.  A reconciliation of Cash Flows from Operating Activities to Cash Available for Distributions is provided below.  Investors are cautioned that the Company may calculate this measure in a manner that is different from other companies.

 

Project Adjusted EBITDA is defined as project income plus interest, taxes, depreciation and amortization (including non-cash impairment charges) and changes in fair value of derivative instruments.  Project Adjusted EBITDA is not a measure recognized under GAAP and is therefore unlikely to be comparable to similar measures presented by other issuers and does not have a standardized meaning prescribed by GAAP.  Management uses Project Adjusted EBITDA at the Project-level to provide comparative information about project performance.  A reconciliation of Project Adjusted EBITDA to project income is provided on the following page. Investors are cautioned that the Company may calculate this measure in a manner that is different from other issuers.

 

Atlantic Power Corporation

Cash Available for Distribution

(In thousands of U.S. dollars, except as otherwise stated)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2012

 

2011

 

Cash flows from operating activities

 

$

66,492

 

$

20,347

 

Project-level debt repayments

 

(2,725

)

(3,400

)

Purchase of property, plant and equipment

 

(716

)

(338

)

Dividends on preferred shares of a subsidiary company

 

(3,239

)

 

Cash Available for Distribution(1)

 

59,812

 

16,609

 

 

 

 

 

 

 

Total dividends declared to shareholders

 

$

32,780

 

$

18,992

 

 

 

 

 

 

 

Payout ratio

 

55

%

114

%

 

 

 

 

 

 

Expressed in Cdn$

 

 

 

 

 

Cash Available for Distribution

 

59,882

 

16,407

 

 

 

 

 

 

 

Total dividends declared to shareholders

 

$

32,667

 

$

18,623

 

 


(1)               Cash Available for Distribution is not a recognized measure under GAAP and does not have any standardized meaning prescribed by GAAP. Therefore, this measure may not be comparable to similar measures presented by other companies. See “Supplementary Non-GAAP Financial Information” above.

 

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Atlantic Power Corporation

Project Adjusted EBITDA by Segment (in thousands of U.S. dollars)

(Unaudited)

 

 

 

Three months ended March 31,

 

 

 

2012

 

2011

 

Project Adjusted EBITDA by segment

 

 

 

 

 

Northeast

 

$

42,398

 

$

7,488

 

Southeast

 

21,674

 

19,588

 

Northwest

 

13,439

 

866

 

Southwest

 

18,764

 

8,501

 

Un-allocated corporate

 

(3,425

)

(450

)

Total

 

$

92,850

 

$

35,993

 

 

 

 

 

 

 

Reconciliation to project income

 

 

 

 

 

Depreciation and amortization

 

49,945

 

17,437

 

Interest expense, net

 

8,868

 

6,240

 

Change in the fair value of derivative instruments

 

58,421

 

(2,784

)

Other expense

 

266

 

231

 

Project income

 

$

(24,650

)

$

14,869

 

 

Atlantic Power Corporation

Project Adjusted EBITDA by Project (those contributing more than $4,000) (in thousands of U.S. dollars)

(Unaudited)

 

 

 

Three months ended March 31,

 

 

 

2012

 

Project Adjusted EBITDA by project

 

 

 

Northeast

 

 

 

Chambers

 

$

5,886

 

Curtis Palmer

 

8,981

 

Kapuskasing

 

4,487

 

Nipigon

 

4,653

 

North Bay

 

4,750

 

Selkirk

 

4,600

 

Tunis

 

5,398

 

Other

 

3,643

 

Total

 

42,398

 

Southeast

 

 

 

Auburndale

 

10,566

 

Lake

 

8,030

 

Other

 

3,078

 

Total

 

21,674

 

Northwest

 

 

 

Williams Lake

 

6,394

 

Other

 

7,045

 

Total

 

13,439

 

Southwest

 

 

 

Manchief

 

4,359

 

Morris

 

4,012

 

Path 15

 

6,675

 

Other

 

3,718

 

Total

 

18,764

 

Un-allocated corporate

 

(3,425

)

Total

 

$

92,850

 

 

 

 

 

Reconciliation to project income

 

 

 

Depreciation and amortization

 

$

49,945

 

Interest expense, net

 

8,868

 

Change in the fair value of derivative instruments

 

58,421

 

Other (income) expense

 

266

 

Project income

 

$

(24,650

)

 

9