OAKVILLE, ON and JOPLIN, MO, Dec. 22, 2016 /PRNewswire/ -
Algonquin Power & Utilities Corp. ("APUC") (TSX: AQN, NYSE:
AQN) and The Empire District Electric Company ("Empire") (NYSE:EDE)
announced today that the Kansas Corporation Commission (the "KCC")
has approved the unanimous settlement agreement among Empire,
Liberty Sub Corp., and Liberty Utilities (Central) Co.
(collectively, the "Joint Applicants"), the KCC Staff and the
Citizens' Utility Ratepayer Board. The KCC order provides,
among other things, authorization to consummate the merger (the
"Merger") between Empire and Liberty Sub Corp. in accordance with
the terms and conditions of the Agreement and Plan of Merger dated
as of February 9, 2016.
Receipt of the KCC's order completes the final required
regulatory approval and accordingly, all conditions precedent to
completing the Merger have been fulfilled other than the customary
closing conditions. The transaction closing is expected to
occur on or about January 1,
2017.
"We are very pleased with the KCC's approval of APUC's
acquisition of Empire. We recognize and are grateful for the
significant efforts of all parties who participated in this
regulatory process," commented Ian Robertson, Chief
Executive Officer of APUC. "We are committed to ensuring
Empire remains a strong, locally-based, customer focused utility.
This transaction combines the strengths of two great
companies, and we look forward to pursuing the many opportunities
resulting from the merger."
Brad Beecher, Empire's President
and Chief Executive Officer, added, "With the approval from the
KCC we have cleared the final regulatory hurdle necessary to
consummate our transaction with APUC. It has taken
significant effort of a number of parties to reach this successful
conclusion. Empire remains committed to providing reliable
and responsible services to our customers, a rewarding environment
for our employees, and a continuing level of community support and
involvement."
About Algonquin Power & Utilities Corp.
APUC is a $6.3 billion North
American diversified generation, transmission and distribution
utility. The distribution business group provides rate regulated
water, electricity and natural gas utility services to over 564,000
customers in the United States.
The generation business group owns a portfolio of North American
based contracted wind, solar, hydroelectric and natural gas powered
generating facilities representing more than 1,300 MW of installed
capacity. The transmission business group invests in rate regulated
electric transmission and natural gas pipeline systems in
the United States and Canada. APUC delivers continuing growth
through an expanding pipeline of renewable energy development
projects, organic growth within its regulated distribution and
transmission businesses, and the pursuit of accretive acquisitions.
Common shares, preferred shares, and instalment receipts are traded
on the Toronto Stock Exchange under the symbols AQN, AQN.PR.A,
AQN.PR.D, and AQN.IR. APUC's common shares are also listed on
the New York Stock Exchange under the symbol AQN. Visit APUC
at www.AlgonquinPowerandUtilities.com and follow us on Twitter
@AQN_Utilities.
About The Empire District Electric Company
Based in Joplin, Missouri, The
Empire District Electric Company (NYSE:EDE) is an investor-owned,
regulated utility providing electric, natural gas (through its
wholly owned subsidiary, The Empire District Gas Company) and water
service, with approximately 218,000 customers in Missouri, Kansas, Oklahoma, and Arkansas. A subsidiary of
the Company also provides fiber optic services.
Information Concerning Forward-Looking Statements
Certain matters discussed in this press release are
"forward-looking statements" within the meaning of applicable
securities laws, including the Private Securities Litigation Reform
Act of 1995 and are intended to qualify for the safe harbor from
liability established by the Private Securities Litigation Reform
Act of 1995. Statements that are not historical facts, including
statements about beliefs, expectations, estimates, projections,
goals, forecasts, assumptions, risks and uncertainties, are
forward-looking statements. Forward-looking statements are often
characterized by the use of words such as "believes," "estimates,"
"expects," "projects," "may," "intends," "plans," "anticipates,"
"pro forma," "predicts," "seeks," "could," "would," "will," "can,"
"continue" or "potential" and the negative of these terms or other
comparable or similar terminology or expressions. The
forward-looking statements in this press release include, without
limitation, statements relating to Liberty Utilities' proposed
acquisition of Empire, regulatory approvals, the completion of the
proposed transaction and benefits of the proposed transaction.
These statements reflect APUC's and Empire's management's current
beliefs and are based on information currently available to APUC
management and Empire management. Forward-looking statements
involve significant risk, uncertainties and assumptions. Certain
factors or assumptions have been applied in drawing the conclusions
contained in the forward-looking statements (some of which may
prove to be incorrect). APUC and Empire caution readers that a
number of factors could cause actual results, performance or
achievement to differ materially from the results discussed or
implied in the forward-looking statements. Important factors that
could cause actual results, performance and achievements to differ
materially from those indicated by any such forward-looking
statements include risks and uncertainties relating to the
following: (i) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement; or could otherwise cause the failure of the merger to
close; (ii) the risk that a condition to the closing of the
proposed transaction may not be satisfied; (iii) the failure to
obtain, or to obtain on favorable terms, any financing necessary to
complete the merger; (iv) the outcome of any legal proceedings,
regulatory proceedings or enforcement matters that may be
instituted relating to the proposed merger; (v) the receipt of an
unsolicited offer from another party to acquire assets or capital
stock of Empire that could interfere with the proposed merger; (vi)
the timing to consummate the proposed transaction; (vii) the costs
incurred to consummate the proposed transaction or any financing
transaction related to the proposed transaction, or to realize any
benefits of the proposed transaction; (viii) the credit ratings of
the companies following the proposed transaction; (ix) disruption
from the proposed transaction making it more difficult to maintain
relationships with customers, employees, regulators or suppliers; *
the diversion of management time and attention on the transaction;
(xi) general worldwide economic conditions and related
uncertainties; (xii) the effect and timing of changes in laws or in
governmental regulations (including environmental laws and
regulations); (xiii) the timing and extent of changes in interest
rates, commodity prices and demand and market prices for gas and
electricity; and (xiv) other factors discussed or referred to in
the "Risk Factors" section of APUC's most recent Annual Information
Form filed with securities regulators in Canada and such other materials that APUC may
file in connection with the proposed transaction with securities
regulators in Canada or in the
"Risk Factors" or "Forward Looking Statements" sections of Empire's
most recent Annual Report on Form 10-K filed with the Securities
and Exchange Commission (the SEC) and in subsequently filed Forms
10-Q and 8-K.
SOURCE Algonquin Power & Utilities Corp.