Registration Rights Agreement Dated As of November 4, 2011 by and among ATLANTIC POWER CORPORATION, THE GUARANTORS LISTED ON SCHEDULE A HERETO and MORGAN STANLEY & CO. LLC TD SECURITIES (USA) LLC as Representatives of the several Initial PurchasersRegistration Rights Agreement • November 7th, 2011 • Atlantic Power Corp • Electric, gas & sanitary services • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of October 26, 2011, by and among the Company, the Guarantors and the Representatives (the “Purchase Agreement”), which provides for, among other things, the sale by the Company to the Initial Purchasers of an aggregate of $460,000,000 principal amount of the Company’s 9% Senior Notes due 2018 (the “Notes”). The Notes are issued under an indenture, dated as of the date hereof between the Company, the Guarantors and Wilmington Trust, National Association, as trustee (the “Trustee”) (the “Indenture”). Pursuant to the Purchase Agreement and the Indenture, the Guarantors are required to guarantee (collectively, the “Guarantees”) the Issuer’s obligations under the Notes and the Indenture. References to the “Securities” shall mean, collectively, the Notes and, when issued, the Guarantees. References to the “Issuer” refer to the Company. In order to induce the Representatives to enter into the Purchase Agreement, the Issuer h
Second Supplemental IndentureSecond Supplemental Indenture • November 7th, 2011 • Atlantic Power Corp • Electric, gas & sanitary services • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 5, 2011, among Curtis Palmer LLC, a Delaware limited liability company (“Curtis Palmer”), Atlantic Power Corporation (or its successor), a British Columbia corporation (“Atlantic Power”), the Guarantors (the “Existing Guarantors”) under the Indenture referred to below, and Wilmington Trust, National Association, as trustee under the Indenture referred to below (the “Trustee”).
First Supplemental IndentureSupplemental Indenture • November 7th, 2011 • Atlantic Power Corp • Electric, gas & sanitary services • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 5, 2011, among the signatories hereto (the “New Guarantors”), a subsidiary of Atlantic Power Corporation (or its successor), a British Columbia corporation (“Atlantic Power”), the Guarantors (the “Existing Guarantors”) under the Indenture referred to below, and Wilmington Trust, National Association, as trustee under the Indenture referred to below (the “Trustee”).
