Atlantic Power Corporation has announced an agreement to sell its wind generation projects to TerraForm Power, Inc. for cash proceeds of approximately US$ 350 million, subject to certain adjustments.
These operating wind projects, representing 521MW net ownership, are indirectly owned by Atlantic Power Transmission, Inc., a wholly-owned direct subsidiary of the company, and will be acquired by TerraForm AP Acquisition Holdings, LLC, an indirect subsidiary of TerraForm. The following five projects located in Idaho and Oklahoma will be transferred to TerraForm subject to the Purchase Agreement: Goshen North (12.5% economic interest), Idaho Wind (27.6% economic interest), Meadow Creek (100% economic interest); Rockland Wind Farm ("Rockland") (50% economic interest, but consolidated on a 100% basis); and Canadian Hills (99% economic interest). In addition to the receipt of approximately US$ 350 million in cash proceeds, the company will deconsolidate approximately US$ 249 million of project debt (or approximately US$ 275 million as adjusted for the Company's proportional ownership of Rockland, Goshen North and Idaho Wind) and approximately US$ 239 million of non-controlling interest related to tax equity interests at Canadian Hills and the minority ownership interests at Rockland and Canadian Hills. On that basis, the total enterprise value of the transaction is expected to be approximately US$ 837 million, net of estimated reserves and other cash at the projects at closing. Net proceeds to the company from the transaction are expected to be approximately US$ 338 million after estimated transaction fees and transaction-related taxes.