Mr. Scott LaFleur reports
EMERA INCORPORATED ANNOUNCES CONVERSION PRIVILEGE OF CUMULATIVE 5-YEAR RATE RESET FIRST PREFERRED SHARES, SERIES A
Emera Inc. does not intend to exercise its right to redeem all or any part
of the currently outstanding cumulative five-year rate-reset first
preferred shares, Series A, of the company on
Aug. 15, 2015. There are currently six million Series A shares
outstanding.
Subject to certain conditions set out in the prospectus supplement of
the company dated May 26, 2010, to the short-form base shelf
prospectus, dated May 19, 2010, relating
to the issuance of the Series A shares, the holders of the Series A
shares have the right, at their option, to convert all or any of their
Series A shares, on a one-for-one basis, into cumulative floating-rate
first preferred shares, Series B, of the company on Aug. 15, 2015.
On such date, holders who do not exercise their right to convert their
Series A shares into Series B shares will continue to hold their Series
A shares.
The foregoing conversion right is subject to the following:
If the company determines that there would be less than one million
Series B shares outstanding on the conversion date, then holders of
Series A shares will not be entitled to convert their shares into Series
B shares.
Alternatively, if the company determines that there would remain
outstanding less than one million Series A shares on the conversion date,
then all remaining Series A shares will automatically be converted into
Series B shares on a one-for-one basis on the conversion date.
In either case, Emera will give written notice to that effect to holders
of Series A shares no later than Aug. 10, 2015.
The dividend rate applicable for the Series A shares for the five-year
period commencing on Aug. 15, 2015, and ending on (and inclusive of)
Aug. 14, 2020, and the dividend rate applicable to the Series B shares
for the three-month period commencing on Aug. 15, 2015, and ending on (and
inclusive of) Nov. 14, 2015, will be determined on July 16, 2015, and
notice of such dividend rates shall be provided to the holders of the
Series A shares on that day.
Beneficial owners of Series A shares who wish to exercise their
conversion right should communicate with their broker or other nominee
to obtain instructions for exercising such right during the conversion
period, which runs from July 16, 2015, until 5 p.m. Eastern Daylight Time on July 31,
2015.
We seek Safe Harbor.
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