UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2012 • Algonquin Power & Utilities Corp. • Electric services • Ontario
Scotia Capital Inc. (“Scotiabank”), TD Securities Inc. (“TD”, and together with Scotiabank, the “Joint Bookrunners”), BMO Nesbitt Burns Inc., CIBC World Markets Inc., Desjardins Securities Inc., National Bank Financial Inc., RBC Dominion Securities Inc., Canaccord Genuity Corp., Raymond James Ltd. and Cormark Securities Inc. (individually, an “Underwriter” and collectively, the “Underwriters”) understand that Algonquin Power & Utilities Corp. (the “Corporation”) proposes to issue and sell 4,800,000 Cumulative Rate Reset Preferred Shares, Series A (the “Series A Shares”) at a price of $25.00 per Series A Share, payable at the Time of Closing (as hereinafter defined) for an aggregate purchase price of $120,000,000 (the “Purchase Price”). Pursuant to the terms of this agreement, the Underwriters hereby severally, and not jointly or jointly and severally, offer to purchase from the Corporation, and by its acceptance of the offer made by this agreement, the Corporation agrees to sell to the
