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Algonquin / Hydrogenics Transaction
Summary Responses To Frequently Asked Questions
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The following provides summary responses to frequently asked questions related to the following documents mailed to unitholders on September 21, 2009:
- Letter to Unitholders
- Offer to Purchase
- Trustees’ Circular
On June 12, 2009, the Trustees of Algonquin Power Income Fund (the “Fund”) announced its intention to continue the Fund’s business under a Corporate structure.
The manner in which this change occurred involved the following details:
- The corporation selected by the Fund’s Trustees for this transaction was Hydrogenics.
- The transaction was accomplished through a take-over bid for the Fund (the “Transaction”) by Hydrogenics.
- Simultaneously with the successful completion of the Transaction, Hydrogenics moved their entire business to an entirely new company which is and will remain completely unrelated to the Fund.
- The result was Hydrogenics being a corporate shell company with $192 million in tax shield
- The Trustees then renamed the corporate shell Algonquin Power & Utilities Corp.
- The businesses of the Fund remain unchanged following the Transaction.
- Algonquin Power & Utilities Corp. and Hydrogenics are not combining businesses.
- The Fund’s business will not change and will continue to operate as the only wholly owned entity of this shell corporation
- Investors that tendered units of the Fund to the offer received in exchange one share of Algonquin Power & Utilities Corp. for each unit of the Fund owned by the investor and therefore maintain their exact same interest in Algonquin Power & Utilities Corp. as they previously did in the Fund.
- Algonquin Power & Utilities Corp. pays a dividend to shareholders at the rate of $0.24 per share per year, consistent with the Fund’s previous distribution payment of $0.24 per unit per year.
The Trustees of Algonquin Power Income Fund unanimously recommended that unitholders tender their units to the offer.
Unit-Share Exchange
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Debenture Exchange
Algonquin (AirSource) Power LP Exchangeable Unit Holders
| Date |
Description |
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| September 21, 2009 |
Letter to Exchangeable Unitholders |
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Letter to Exchangeable Unitholders - French |
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Exchangeable Unitholders - Form of Exchange Notice |
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Exchangeable Unitholders - Form of Exchange Notice - French |
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© Copyright Algonquin Power & Utilities Corp. 2003 - 2009
Algonquin Power & Utilities Corp. 2845, Bristol Circle, Oakville, ON Canada,
L6H 7H7
Tel: 905.465.4500 Fax: 905. 465.4514
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