Algonquin Power announces debentureholder approval of extraordinary resolution in respect of debenture exchange transaction



    TORONTO, Aug. 17 /CNW/ - Algonquin Power Income Fund (the "Fund") (TSX:
APF.UN) announced today that holders ("Debentureholders") of the Fund's Series
1 and Series 2 convertible debentures (the "Debentures") passed an
extraordinary resolution to approve an amendment to the Fund's trust indenture
in respect of the Debentures that will facilitate the previously announced
proposed Debenture exchange.
    The extraordinary resolution approved by Debentureholders was disclosed
in Schedule "A" to the information circular of the Fund dated June 23, 2009
previously mailed to Debentureholders subject to some minor amendments
presented at the meeting which were made to provide Debentureholders with an
additional choice in a compulsory acquisition following a recommended offer.
    The amendments to the extraordinary resolution allow Debentureholders who
do not tender their securities to a recommended offer the right to elect to be
paid the consideration for their Debentures in shares (or, where there is a
limit on the number of shares that may be issued under the election, a pro
rata number of shares and the balance in debentures) or debentures, failing
which election, such Debentureholders shall be paid for their Debentures in
shares (or, where there is a limit on the number of shares that may be issued
under the election, a pro rata number of shares and the balance in
debentures).
    The extraordinary resolution was approved by approximately 98.5% of the
votes cast by Debentureholders present in person or represented by proxy at
the meeting. The approved amendment to the Fund's trust indenture in respect
of the Debentures, among other things, reduces the threshold for completion of
a compulsory acquisition in connection with the proposed Debenture exchange
previously announced on June 12, 2009.
    The Fund's unitholders approved a similar extraordinary resolution to
amend the Fund's declaration of trust in respect of its units on July 27,
2009.
    It is anticipated that the exchange offers will be mailed to unitholders
and Debentureholders in early September 2009. Completion of the transaction is
subject to receipt of certain regulatory approvals, including the approval of
the Toronto Stock Exchange. Provided these and all other conditions precedent
to completion of the transaction are satisfied or waived, the transaction is
expected to close in early October, 2009.

    ABOUT ALGONQUIN POWER INCOME FUND

    Algonquin Power Income Fund owns and operates a diverse portfolio of
approximately $1 billion of clean, renewable power generation and sustainable
utility infrastructure assets across North America. The Fund's generation
portfolio includes 42 renewable energy facilities and 11 thermal energy
facilities representing more than 400 MW of installed capacity and the Fund
provides regulated utility services to more than 70,000 customers through its
portfolio of 18 water distribution and wastewater treatment utility companies.
Algonquin Power Income Fund's trust units and convertible debentures are
traded on the Toronto Stock Exchange under the symbols APF.UN, APF.DB and
APF.DB.A. Visit Algonquin Power Income Fund on the web at
www.AlgonquinPower.com.

    ADDITIONAL INFORMATION AND WHERE TO FIND IT

    This communication is being made in respect of the proposed take-over bid
by Hydrogenics Corporation ("Hydrogenics") to the security holders of
Algonquin Power Income Fund ("Algonquin"). In connection with the proposed
transaction, Hydrogenics initially filed on July 13, 2009 a registration
statement on Form F-4 containing a preliminary take-over bid
circular/prospectus with the U.S. Securities and Exchange Commission ("SEC").
Each of Algonquin and Hydrogenics will be filing other documents regarding the
proposed transaction with the SEC. BEFORE MAKING ANY INVESTMENT DECISION,
SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, INCLUDING THE
TAKE-OVER BID CIRCULAR/PROSPECTUS, REGARDING THE PROPOSED TRANSACTION AND ANY
OTHER FILED DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. The final takeover bid circular will be mailed to Algonquin's
security holders. Investors and security holders will be able to obtain the
registration statement containing the take-over bid circular/prospectus and
other documents free of charge at the SEC's web site, www.sec.gov, or from
Hydrogenics Corporation, 5985 McLaughlin Road, Mississauga, Ontario, L5R 1B8,
Canada, Attn: Investor Relations, (905) 361-3660.

    %SEDAR: 00009265E




For further information:

For further information: Kelly Castledine, Telephone: (905) 465-4500,
Algonquin Power Income Fund, 2845 Bristol Circle, Oakville, Ontario, L6H 7H7


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