Ballard Power establishment of at-the-market equity program

Ballard Power established an at-the-market equity program, pursuant to which it may sell up to US$250 million in common shares on the TSX or NASDAQ at the prevailing market price at the time of sale. This program is one of the first to be launched in Canada under the recent amendments to National Instrument 44-102 – Shelf Distributions. The launch of the program was announced on Sept. 1, 2020.

BMO Capital Markets, Raymond James Ltd., and TD Securities Inc. are acting as lead agents of a syndicate that includes CIBC World Markets Inc., Cormark Securities Inc., National Bank Financial Inc., H.C. Wainwright & Co., LLC, Lake Street Capital Markets, LLC and Roth Capital Partners.

Ballard Power conducted a cross-border bought deal offering of 20,909,300 common shares at a price of US$19.25 per common share for aggregate gross proceeds of US$402,504,025. Due to strong demand after launch of the offering on Nov. 23, 2020, Ballard agreed to increase the size of the base offering from US$250,019,000 to US$350,003,500. In addition, the underwriters exercised the over-allotment option in full, resulting in additional proceeds to Ballard of US$52,500,525. The transaction was closed on Nov. 27, 2020.

National Bank Financial Inc. and Raymond James Ltd. co-led the syndicate of underwriters, which also included Cormark Securities Inc. and TD Securities Inc.

Stikeman Elliott LLP acted as Canadian counsel to Ballard Power in connection with the establishment of the at-the-market equity program with a team including
John Anderson,
Michael Urbani,
Daniel Yip,
Giovanni Boscariol,
Jalen Nordmark (corporate/securities);
Julie D’Avignon,
Kevin Guenther,
Gordon Masson (tax);
and acted in connection with the bought deal offering with a team including
John Anderson,
Michael Urbani,
Daniel Yip,
Jalen Nordmark (corporate/securities);
Julie D’Avignon,
Gordon Masson (tax).

Dorsey & Whitney LLP acted as U.S. counsel to Ballard Power in connection with the at-the-market equity program and with the bought deal offering.

Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as U.S. counsel to the agents in connection with the at-the-market equity program, and to the underwriters in connection with the bought deal offering.

Borden Ladner Gervais LLP (BLG) acted as Canadian counsel to the agents in connection with the at-the-market equity program, and to the underwriters in connection with the bought deal offering with a team led by
Graeme Martindale,
Salvador Pimentel.

Firm(s)

Stikeman Elliott LLP Dorsey & Whitney LLP Paul, Weiss, Rifkind, Wharton & Garrison LLP Borden Ladner Gervais LLP (BLG)