Northland Power Income Fund completes US$110 million acquisition of AES Kingston

Date Closed: 3/23/2006

Value: US$110 million

On March 23, 2006, Northland Power Income Fund (the Fund) acquired, indirectly, all of the issued and outstanding shares of AES Kingston ULC, the owner of the 50 per cent of the 110 MW Kingston cogeneration facility that the Fund did not previously own, from a subsidiary of The AES Corporation, for approximately US$110 million. The acquisition was financed by the Fund through an offering of subscription receipts to raise gross proceeds of $175,134,000. Upon the closing of the acquisition, the subscription receipts were automatically exchanged for units of the Fund. The offering was underwritten by a syndicate led by CIBC World Markets Inc. that included Scotia Capital Inc., National Bank Financial Inc., BMO Nesbitt Burns Inc., RBC Dominion Securities Inc., Canaccord Capital Corporation and FirstEnergy Capital Corp.

The Fund was represented by BLG with a team that included Linda Bertoldi, Bruce Fowler, Michael Shadbolt and Meaghan Bethune (corporate/energy), Paul Findlay, Elizabeth Jordan, Andrew Peel and David Pletsch (securities), Stephen Fyfe, Craig Webster and Francesco Gucciardo (tax), Adam Fanaki (competition) and Jeff Mitchell (employment).