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Emera, ATCO and Canadian Utilities Announce Transformational Agreement to Create Canadian Utility and Energy Infrastructure Powerhouse

TSX:EMATSX:EMA.PR.LTSX:EMA.PR.JTSX:EMA.PR.ETSX:EMA.PR.FTSX:EMA.PR.ATSX:EMA.PR.HTSX:EMA.PR.BTSX:EMA.PR.CEMA
  • Emera and Canadian Utilities announced a definitive agreement for a merger of equals to form the largest merger in Canadian history, creating a combined entity with approximately $72 billion in enterprise value, $45 billion in rate base, and six million customers.
  • The transaction is structured as an all-share acquisition where Emera will acquire all outstanding shares of Canadian Utilities and ATCO, with ATCO's industrial services businesses spun off into a new public company called New ATCO.
  • Emera shareholders are expected to own approximately 60% of the combined company, while Canadian Utilities and ATCO shareholders will collectively own the remaining 40%.
  • ATCO shareholders will receive Emera shares for their holdings plus one share of New ATCO for each ATCO share held, with voting shares of New ATCO retained by controlling shareholder Sentgraf Enterprises Ltd.
  • The combined company will operate under the name Emera, maintaining its public headquarters in Halifax while retaining Canadian Utilities' operational headquarters in Calgary, Edmonton, and Perth, Australia.
  • Scott Balfour will serve as CEO of the combined company, while Nancy Southern will serve as Co-Chair of the Board alongside current Chair Karen Sheriff.
  • The merged entity plans to execute a $32 billion capital plan through 2030, targeting 7% to 8% average annual rate base growth driven by electrification, transmission, and energy security needs.
  • Approximately 80% of the combined company's earnings are expected to come from operations in Florida and Alberta, identified as two of the fastest-growing jurisdictions in North America.
  • Expected benefits include accretion to adjusted EPS in the first full year following closing, an approximate 20% increase in dividend income for Canadian Utilities shareholders, and an enhanced credit profile.
  • Closing of the transaction is expected in the third or fourth quarter of 2027, subject to shareholder, court, and regulatory approvals including those from the U.S. Federal Energy Regulatory Commission and the Competition Act (Canada).
  • Sentgraf Enterprises Ltd. has signed a voting support agreement to support the transaction, and independent special committees for ATCO and Canadian Utilities have unanimously approved the deal based on fairness opinions from financial advisors.