(1)

On a quarterly basis, we make a cash sweep payment to fund the principal balance, based on terms as defined in the term loan credit agreement. The portion of the senior secured term loan facility classified as current is based on principal payments required to reduce the aggregate principal amount of senior secured term loan outstanding to achieve a target principal amount that declines quarterly based on a pre-determined specified schedule.

(2)

London Interbank Offered Rate (“LIBOR”) cannot be less than 1.00%. We have entered into interest rate swap agreements to mitigate the exposure to changes in LIBOR of the $345.0 million outstanding aggregate borrowings under our senior secured term loan facility at June 30, 2020. See Note 7, Accounting for derivative instruments and hedging activities for further details.

(3)	We have entered into interest rate swap agreements to economically fix our exposure to changes in interest rates for this non-recourse debt. See Note 7, Accounting for derivative instruments and hedging activities, for further details.

(4)

The Cadillac term loan credit agreement (the “Cadillac Term Loan”) contains various affirmative and negative covenants, including, among other things, the operation of the Cadillac plant, compliance with laws, incurrence of additional debt and restricted payments (as defined in the Cadillac Term Loan). One of the negative covenants requires the Cadillac project to meet certain key financial ratios, including a debt service coverage ratio (as defined in the Cadillac Term Loan). Beginning March 31, 2020, and as of June 30, 2020, we determined that the Cadillac project did not fulfill the debt service coverage ratio as required by the Cadillac Term Loan. Due to the breach of the covenant clause, the Cadillac project is prevented from making restricted payments (as defined in the Cadillac Term Loan) until several conditions are met, including, among other things, (i) the debt service coverage ratio for the most-recently ended period of four consecutive fiscal quarters is at least 1.2 to 1.0 and (ii) the projected debt service coverage ratio for the four consecutive fiscal quarters immediately following the period described in (i) is at least 1.2 to 1.0. We have not made any restricted payments (as defined in the Cadillac Term Loan) since July 31, 2019.

Term Loan Amendment and Repricing

In January 2020, APLP Holdings Limited Partnership (“APLP Holdings”) completed the repricing of the $380 million term loan (the “Term Loan”) and the senior secured revolving credit facility (the “Revolver”). As a result of the repricing, the interest rate margin on the Term Loan and the Revolver was reduced by 0.25% to LIBOR plus 2.50% with no change to the 1.00% LIBOR floor. An additional 0.25% step down in the interest rate margin will become effective in the event the Leverage Ratio (as defined in the Credit Agreement) is 2.75:1.00 or lower. Additionally, APLP Holdings amended its existing Term Loan to extend the maturity date by two years to April 2025. The repricing also adds customary new provisions relating to the replacement of LIBOR as the benchmark for the Eurodollar Rate (as defined in the Credit Agreement). Targeted debt balances were adjusted to reflect the previously announced anticipated closing of the sale of our Manchief power plant in 2022, resulting in lower targeted debt repayment in 2020 and higher targeted debt repayment in 2022 as compared to the previous schedule. During the six months ended June 30, 2020, we recorded $0.7 million of new deferred financing costs associated with the amendment, which will be amortized over the remaining terms of the Term Loan and the Revolver. Additionally, we wrote off $0.5 million of existing deferred financing costs to interest expense.

Extension of Revolving Credit Facility

On March 18, 2020, we executed an amendment to our Revolver. The amendment provides for an extension of the Revolver maturity date to April 2025, to coincide with the maturity date of the senior Term Loan. Both the Revolver and the Term Loan are at our APLP Holdings subsidiary.

In conjunction with the extension, the Revolver capacity was reduced to $180 million from $200 million previously. The amendment allows an upsizing of the Revolver capacity by up to $30 million, to a maximum aggregate amount of $210 million, subject to approval of the two letter of credit issuer banks and increased commitments by existing or new lenders. Such an upsizing would not require a further amendment. There were no other significant changes to the terms of the Revolver. As a result of the extension, during the six months ended June 30, 2020, we recorded $0.9 million of new deferred financing costs, which will be amortized over the remaining term of the Revolver. At June 30, 2020, we had no borrowings under the Revolver and utilized $77.9 million of borrowing capacity for letters of credit.

Renewal of Shelf Registration Statement

In December 2017, we filed a shelf registration statement on Form S-3, which was declared effective by the SEC on December 19, 2017 (the “Existing Shelf Registration Statement”). The Existing Shelf Registration Statement allows the Company to sell from time to time up to $250 million of common shares, debt securities, warrants, subscription receipts or units comprised of any combination of these securities, for its own account in one or more offerings. The Existing Shelf Registration Statement is due to expire on December 19, 2020. The Company intends to file a comparable updated shelf that, upon effectiveness and subject to review by the SEC, would be available for use for three years in the United States. The Company also intends to file a base short-form prospectus qualifying the distribution of such securities concurrently with Canadian securities regulators.