HASI Prices Private Offering of $700 Million of 6.375% 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 priced its private offering of $700 million in aggregate principal amount of 6.375% green senior unsecured notes due 2034. At issuance, the Notes will be guaranteed by Hannon Armstrong Sustainable Infrastructure, L.P., Hannon Armstrong Capital, LLC, HAT Holdings I LLC, HAT Holdings II LLC, HAC Holdings I LLC and HAC Holdings II LLC. The settlement of the Notes is expected to occur on July 1, 2024, subject to customary closing conditions. The Notes will have certain registration rights.

The Company estimates that the net proceeds from the offering of the Notes will be approximately $688 million, after deducting the initial purchasers’ discounts and estimated offering expenses. The Company intends to utilize the net proceeds from the offering of the Notes to temporarily repay a portion of the outstanding borrowings under its unsecured credit facility and to repurchase for cash certain of its 6.00% Senior Notes due 2025 (the “2025 Notes”) as described below. The Company will use cash equal to the net proceeds from the 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 two years following the issue date. Prior to the full investment of such net proceeds, the Company intends to invest an amount equal to such net proceeds in interest-bearing accounts and short-term, interest-bearing securities and/or such net proceeds may be temporarily used to repay certain indebtedness.

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 have not been 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.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. This press release shall not constitute a notice of redemption for the 2025 Notes.

About HASI

HASI (NYSE: HASI) is a leading climate positive investment firm that actively partners with clients to deploy real assets that facilitate the energy transition. With more than $12 billion in managed assets, our vision is that every investment improves our climate future.