08:10:19 EDT Thu 25 Apr 2024
Enter Symbol
or Name
USA
CA



Fortis Inc
Symbol FTS
Shares Issued 415,964,472
Close 2017-05-31 C$ 44.47
Market Cap C$ 18,497,940,070
Recent Sedar Documents

Fortis starts $2B (U.S.) exchange offer

2017-06-01 07:29 ET - News Release

Ms. Janet Craig reports

FORTIS INC. ANNOUNCES COMMENCEMENT OF EXCHANGE OFFER

Fortis Inc. has commenced an offer to exchange $2-billion (U.S.) aggregate principal amount of its new senior unsecured notes registered under the U.S. Securities Act of 1933, as amended, for a like principal amount of its outstanding unregistered senior unsecured notes.

The old notes include $500-million (U.S.) principal amount of 2.100 per cent notes due 2021 and $1.5-billion (U.S.) principal amount of 3.055 per cent notes due 2026 issued by Fortis in October, 2016. The old notes were issued only to qualified institutional buyers under Rule 144A of the Securities Act and to non-U.S. persons under Regulation S of the Securities Act and were not offered for sale in Canada.

In connection with the issuance of the old notes, Fortis entered into a registration rights agreement with the initial purchasers of the old notes in which it undertook to conduct the exchange offer. The purpose of the exchange offer is to fulfill the corporation's obligations under the registration rights agreement. Fortis will not receive any proceeds from the exchange offer.

The new notes will have terms substantially identical to the old notes, except that the new notes will be registered under the Securities Act, will not contain restrictions on transfer, additional interest provisions or special mandatory redemption provisions, will bear different cusip numbers, and will not entitle holders to registration rights.

The exchange offer will expire at 5 p.m. New York time on June 28, 2017, unless the exchange offer is extended by Fortis. Closing of the exchange offer and delivery of the new notes is expected to occur on or about June 30, 2017.

The exchange offer is being made pursuant to the corporation's shelf prospectus and registration statement on Form F-10 previously filed with the U.S. Securities and Exchange Commission under the U.S./Canadian multijurisdictional disclosure system. A prospectus supplement related to the exchange offer was filed on SEDAR and with the SEC on EDGAR on May 31, 2017. The exchange offer is not being made to, nor will the corporation accept surrenders of old notes for exchange from, holders in any jurisdiction in which the exchange offer or acceptance thereof would not be in compliance with the securities or bluesky laws of such jurisdiction.

Copies of the exchange offer prospectus and letter of transmittal may be obtained from the exchange agent, Bank of New York Mellon, at c/o Bank of New York Mellon Corp., corporate trust operations -- reorganization unit, 111 Sanders Creek Pkwy., East Syracuse, N.Y., 13057, telephone: 315-414-3362, fax: 732-667-9408.

About Fortis Inc.

Fortis is a leader in the North American regulated electric and gas utility industry with total assets of approximately $48-billion as of March 31, 2017. The corporation's 8,000 employees serve utility customers in five Canadian provinces, nine U.S. states and three Caribbean countries.

We seek Safe Harbor.

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