ANNAPOLIS, Md.--(BUSINESS WIRE)--Hannon Armstrong Sustainable Infrastructure Capital, Inc. (NYSE: HASI), a leading investor in climate change solutions, today announced, subject to market conditions, a private offering of $350 million in aggregate principal amount of senior unsecured notes due 2030 by its indirect subsidiaries, HAT Holdings I LLC and HAT Holdings II LLC, and together with HAT I, the. The Senior Unsecured Notes will be guaranteed by the Company, Hannon Armstrong Sustainable Infrastructure, L.P., and Hannon Armstrong Capital, LLC.
The Company believes the Notes (as defined below) meet the environmental eligibility criteria for green bonds as defined by the International Capital Market Association’s Green Bond Principles. The Company intends to utilize the net proceeds of the offering of the Notes to acquire or refinance, in whole or in part, eligible green projects, which include assets that are neutral to negative on incremental carbon emissions. In addition, these projects may include projects with disbursements made during the twelve months preceding the issue date of the bonds and those with disbursements to be made following the issue date. Prior to the full investment of such net proceeds, the Company intends to invest such net proceeds in interest-bearing accounts and short-term, interest-bearing securities which are consistent with the Company's intention to continue to qualify for taxation as a REIT.
The Senior Unsecured Notes and the related guarantees will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act. The Senior Unsecured Notes and the related guarantees will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from the registration requirements of the Securities Act or any state securities laws.
Additionally, the Company announced it is commencing an underwritten public offering, subject to market conditions and other factors, of $125 million of convertible notes due August 2023 (the “Convertible Notes,” and together with Senior Unsecured Notes, the “Notes”). The Company also plans to grant to the underwriters a 30?day over-allotment option to purchase up to an additional $18.75 million aggregate principal amount of the Convertible Notes. The interest rate, conversion rate and other terms of the Convertible Notes will be determined at the time of pricing the offering.
Morgan Stanley is acting as a sole book-running manager and Oppenheimer & Co. Inc. is acting as a co-manager for the offering of the Convertible Notes.
About Hannon Armstrong
Hannon Armstrong (NYSE: HASI) is the first U.S. public company solely dedicated to investments in climate change solutions, providing capital to leading companies in energy efficiency, renewable energy, and other sustainable infrastructure markets. With more than $6 billion in managed assets as of June 30, 2020, Hannon Armstrong’s core purpose is to make climate-positive investments with superior risk-adjusted returns.
