HASI Upsizes and Prices Private Offering of $550 Million of Green Senior Unsecured Notes

ANNAPOLIS, Md.–(BUSINESS WIRE)–Hannon Armstrong Sustainable Infrastructure Capital, Inc. (NYSE: HASI), a leading investor in climate solutions, today announced that it has upsized and priced its private offering of $550 million in aggregate principal amount of 8% green senior unsecured notes due 2027 by its indirect subsidiaries, HAT Holdings I LLC and HAT Holdings II LLC. At issuance, the Notes will be guaranteed by the Company, Hannon Armstrong Sustainable Infrastructure, L.P. and Hannon Armstrong Capital, LLC. The primary rationale for the issuance is to fund ten identified near term opportunities in the pipeline across Behind-the-Meter, Grid-Connected and Fuels, Transport, and Nature markets and at weighted average anticipated yield of approximately 11%, resulting in mid-teen Return on Equity. The offering was upsized from the previously announced $500 million in aggregate principal amount. The settlement of the Notes is expected to occur on December 7, 2023, subject to customary closing conditions.

The Company estimates that the net proceeds from the offering of the Notes will be approximately $543 million, after deducting the initial purchasers’ discounts and commissions and estimated offering expenses. The Company intends to allocate an amount equal to the net proceeds of the offering to acquire, invest in or refinance, in whole or in part, new and/or existing eligible green projects and for general corporate purposes, but in all cases the Company will use cash equal to the net proceeds from this offering to acquire, invest in or refinance, in whole or in part, new and/or existing Eligible Green Projects. These eligible green projects may include projects with disbursements made during the twelve months preceding the issue date of the Notes and those with disbursements to be made following the issue date. Additional investment opportunities have also already been identified and are consistent with the Company’s normal course investment profile. 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 qualify for taxation as a REIT during any period that the Company intends to so qualify.

The Notes and the related guarantees are being 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 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.

About HASI

HASI (NYSE: HASI) is a leading climate positive public company that actively partners with clients to deploy real assets that facilitate the energy transition. With more than $11 billion in managed assets, our vision is that every investment improves our climate future.