Great Lakes Hydro Income Fund Announces Closing of $75 Million Bought Deal Offering



    GATINEAU, QC, Jan. 6 /CNW Telbec/ - (GLH.UN) - Great Lakes Hydro Income
Fund (the "Fund") announces today that the Fund has closed the
previously-announced public offering of 4,690,000 trust units of the Fund
("Trust Units") at C$16.00 per Trust Unit to raise gross proceeds of
approximately C$75 million on a bought deal basis (the "Offering"). The
underwriting syndicate was led by CIBC World Markets Inc. and RBC Capital
Markets, and included Scotia Capital Inc., TD Securities Inc., BMO Nesbitt
Burns Inc., National Bank Financial Inc., HSBC Securities (Canada) Inc.,
Canaccord Capital Corporation and FirstEnergy Capital Corp (collectively, the
    As previously announced, the Fund intends to use C$65 million of the net
proceeds from the Offering to fund the indirect acquisition from Brookfield
Renewable Power Inc. ("Brookfield Renewable") of an approximate 49.9% interest
in: (i) the 189 MW Prince Wind farm in Ontario and (ii) a 50% joint venture
interest in the 45 MW Pingston Hydro station in British Columbia (the
"Proposed Acquisition"). The remaining net proceeds of the Offering will be
used by the Fund for general corporate purposes. Brookfield Renewable will
retain an approximate 50.01% interest in Prince Wind and Pingston Hydro
through its ownership of C$65 million of shares exchangeable into Trust Units
on a one-for-one basis. The Proposed Acquisition is expected to close in the
first quarter of 2009.
    Concurrent with the closing of the Offering, the Fund also sold to
Brookfield Renewable, on a private placement basis, approximately C$10 million
of Trust Units at the offering price of $16.00 per Trust Unit (the "Private
Placement"). The Fund intends to use the proceeds from the Private Placement
for working capital and other general corporate purposes. Following closing of
the Offering, the Private Placement and the Proposed Acquisition, and assuming
the exchange of all exchangeable shares held by Brookfield Renewable into
Trust Units, Brookfield Renewable will maintain its approximate 50.01%
ownership interest in the Fund.
    The Underwriters have been granted an over-allotment option (the
"Over-Allotment Option") to acquire up to an additional 703,500 Trust Units at
the offering price of C$16.00 per Trust Unit for a period of 30 days following
the closing of the Offering. The net proceeds resulting from the exercise, if
any, of the Over-Allotment Option will be used for general corporate purposes.
If the Over-Allotment Option is exercised, in order to maintain its
approximate 50.01% interest in the Fund (on a fully-exchanged basis),
Brookfield Renewable will subscribe for Trust Units equal to the number of
Trust Units purchased by the Underwriters pursuant to the Over-Allotment
    The Trust Units are listed for trading on the Toronto Stock Exchange
under the symbol GLH.UN.

    This news release shall not constitute an offer of securities for sale in
the United States. The Trust Units offered will not be and have not been
registered under the United States Securities Act of 1933, as amended, and may
not be offered or sold into the United States absent registration or an
exemption from registration. There shall not be any public offering of the
Trust Units in the United States.

    About Great Lakes Hydro Income Fund

    Great Lakes Hydro Income Fund ( is a premier
Canadian income fund. We are the largest power income fund in North America
with 1,021 megawatts of power generating capacity and an average annual
production of 3,912 gigawatt hours.
    Great Lakes Hydro Income Fund produces electricity exclusively from
environmentally friendly renewable resources. The Fund owns, operates and
manages 26 high quality hydroelectric generating stations located on eight
river systems in four distinct geographic regions across North America:
Quebec, Ontario, British Columbia and New England.
    Brookfield Renewable, which comprises all the power operations of
Brookfield Asset Management, owns 50.01% of the Fund's outstanding Trust

    Forward Looking Information

    Certain information regarding the Fund contained herein may constitute
forward-looking statements. Forward looking statements may include estimates,
plans, expectations, opinions, forecasts, projections, guidance or other
statements that are not statements of fact. The words "will" and "expected"
which are predictions of or indicate future events, trends or prospects and
which do not relate to historical matters identify forward-looking statements.
Forward looking statements in this press release include statements regarding
the closing of the Offering and the Proposed Acquisition, their impact on the
business, operations, financial condition and tax position of the Fund and the
intention of the Fund to seek further acquisitions. Although the Fund believes
that the Fund's anticipated future results, performance or achievements
expressed or implied by the forward-looking statements and information are
based upon reasonable assumptions and expectations, it can give no assurance
that such expectations will prove to have been correct. The reader should not
place undue reliance on forward looking statements and information as such
statements and information involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements
of the Fund to differ materially from anticipated future results, performance
or achievement expressed or implied by such forward-looking statements and
    Factors that could cause actual results to differ materially from those
contemplated or implied by forward-looking statements include: the risk that
the definitive agreements for the Proposed Acquisition are not entered into or
that the Proposed Acquisition does not close, other risks associated with the
Proposed Acquisition and achieving the anticipated benefits, economic and
financial conditions, the behaviour of financial markets including
fluctuations in interest and exchange rates, risks of equipment failure and
other risks and factors detailed from time to time in the Fund's Annual
Information Form filed with the securities regulators in Canada under the
heading "Risk Factors". We caution that the foregoing list of important
factors that may affect future results is not exhaustive. Except as required
by law, the Fund undertakes no obligation to publicly update or revise any
forward looking statements or information, whether written or oral, that may
be as a result of new information, future events or otherwise.
    %SEDAR: 00013106EF

For further information:

For further information: Unitholder enquiries should be directed to: Zev
Korman, Director, Investor Relations and Communications, (416) 359-1955,;

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